


Evening Liaisons

by ArcaneStardust



Category: Shingeki no Kyojin | Attack on Titan
Genre: Accidental Voyeurism, M/M, Masturbation, Shameless Smut, Threesome - M/M/M
Language: English
Status: Completed
Published: 2013-09-01
Updated: 2013-10-07
Packaged: 2017-12-25 06:46:55
Rating: Explicit
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 4
Words: 34,550
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/949955
Author URL: https://archiveofourown.org/users/ArcaneStardust/pseuds/ArcaneStardust
Summary: <blockquote class="userstuff">
              <p>One evening Armin accidentally stumbles upon Eren and Corporal Levi in a rather compromising situation. How will this turn out?</p>
            </blockquote>





	1. Chapter 1

**Author's Note:**

> WARNING! This fic is full of shameless (I mean raunchy to the core) smut, possibly OOCness and other such debauchery. Since A Simple Request is progressing rather nicely (imo) I decided to take a break from writing seriousness and just write some good old fashioned porn. It'll probably end up being another two/three parter because I love reversible couples. Both Eren and Ravioli deserve a turn on top. Also, some voyeur Armin is involved, just a head's up. Hope you enjoy!

_I can't believe how late it's gotten. Time seems to pass rather quickly when I'm with Hanji-san. Maybe I shouldn't have asked so many questions. Eren did warn me that she can talk for hours on end, but I never imagined that he meant it literally. Still, I learned a lot, and I'm very grateful to have been taken under her wing._

Armin traveled wearily along the familiar path back to the Survey Corps' headquarters; an old, long abandoned and slightly dilapidated castle in the middle of bumfuck nowhere. It usually took him a good fifteen minutes to haul ass to and from the research site that Hanji had set up to hold her captive titans Sawney and Bean. It really creeped everyone out, and it was incredibly difficult to find volunteers to assist in the woman's experiments. Armin had been one of the few new recruits that had been more eager to learn and spend his time with his nose in a book than out in the field. It was only natural that he would be drawn to Hanji Zoe and her groundbreaking research on the titans.

However fascinating all the scientific mumbo jumbo was, however, the walk back from the site was always a dreaded one for Armin. It wasn't unusual for him to finish all of his assistant duties right around 10 p.m. and with nightfall came the unpleasant feeling of being watched by some unseen entity hiding in the shadows. Illuminated only by pale moonlight, the path seemed a rather daunting journey for one person alone. A rustling of leaves, the snap of a twig under his feet, a skittering of wildlife; all of it sent chills up the blonde's spine. Although he'd been trained to take down towering titans hundreds of times his size he was ashamed to admit that he was still, to this day, afraid of the dark.

Armin instinctively picked up the pace, his feet carrying him at a brisk walk until the castle appeared on the horizon. The teen heaved a sigh of relief at the familiar sight and slowed down to more comfortable pace, taking a brief respite to catch his breath and calm his racing heart.

Now it was only a short walk through the courtyard, around the side of the castle and through the dining hall doors. During the day personnel was permitted to enter through the rear doors, but after dusk the doors were barred shut to deter would be thieves. Most of the Survey Corps were in bed around this time due to the fact that they were expected to rise at dawn, awake and alert. Tonight seemed no different, and Armin didn't glimpse a single soul in the courtyard save for the two men on guard duty. They nodded at the blonde in acknowledgement as he passed them. Everything seemed to be routine until he neared a large side window that looked into one of the few lecture halls of the castle.

During the day it was used for training new recruits in different attack formations, strategies and battle plans. It should have been completely abandoned this time of day.

Key words; should have been.

Armin could have sworn he was hearing things as he approached the large window. From a distance he could faintly make out what sounded like voices coming from within the darkened room. It didn't make much sense, and the blonde couldn't help but investigate further out of sheer curiosity. He slowly approached the bottom of the window pane which sat nearly even with his shoulders. He took care to conceal himself from view with his back against the side of the building as a precaution, staying out of the line of sight. Normally he would have felt guilty at such an invasion of privacy; however the suspicious nature of hushed voices in a darkened room at this time of night prompted him to take action; he may very well be eavesdropping on a couple of criminals.

Armin slowly turned his head so that he could peer inside. The moonlight barely illuminated the spacious room, and he could scarcely make out the silhouettes of the mysterious intruders. There only seemed to be two in plain sight; however Armin knew that others could be potentially hiding in the shadows.

One of the silhouettes was tall, lean and lanky, while the other was a bit on the short side. Quite a few members of the Survey Corps fit those descriptions, and it was impossible to tell just who they were.

That was until Armin heard a familiar, baritone voice break the heavy silence.

"You'd better have a damn good reason for talking me into coming here, brat. I have shit to do you know," the voice said, the tone sounding slightly irked at the apparent meeting.

_That sounds like…Lance Corporal Levi? But why would he be in the classroom at this time of night? Unless maybe someone needed some extra tutoring? But the Corporal rarely ever instructs recruits personally…_

The next sound that met the blonde's ears was a slightly rough yet boyish tone that he was all too familiar with.

"Yeah, yeah. I know you're terribly busy and all but I just couldn't wait anymore. Besides, doesn't it get boring always meeting in your office? I figured a change of scenery would be nice," the familiar voice mused, slowly taking a step towards what the blonde assumed was Corporal Levi.

Armin was completely puzzled.

_Eren? What is he doing here? Sounds like he arranged to meet the Corporal here, but why?_

Armin surmised that perhaps his friend was seeking tutoring or advice from the man, after all he was a special case, being a titan shifter and all. However, the blonde couldn't help but think that it was quite strange that the two would meet so late at night.

Levi seemed incredulous at the entire situation.

" _This_ is your idea of a change of scenery? What are you, stupid? Did you not see the big ass window over there? Anyone could walk by and discover us at any time," Levi scoffed at the very idea of meeting in such an absurd place. Eren responded with an airy laugh and moved even closer to Levi, leaving barely an inch of distance between them. Armin was more than a little confused at why his friend was acting so casual and comfortable around the usually cold, aloof Corporal.

"Of course I knew about the window. It isn't necessarily a bad thing if someone sees us, is it? It only adds to the excitement," Eren said, voice lowering a bit and taking on a playful tone. Levi snorted in response.

"Whatever gets you off, I suppose. I can hardly see shit, so I don't suspect anyone watching us could even see what the hell's going on anyway," Levi surmised, "but I'd rather have at least a little light so that I don't trip over your big ass feet." Eren chuckled a bit at the half assed insult then planted his rear on the edge of the instructor's desk that was situated in front of a large blackboard. The raven haired male pulled what Armin could only guess was a match from his jacket pocket and fumbled around in the darkness searching for a gas lamp. Once his fingers brushed against the smooth glass he turned the knob to let out the gas before igniting it and flooding the room with an orange glow.

The light reflected off of Eren's ocean colored eyes, causing them to sparkle slightly in the glow. His short brown locks were in their usual messy state, slightly unkempt but still attractive. He was wearing casual clothing consisting of a white button up shirt and the usual tight white pants and knee high boots that all recruits wore. His maneuver gear was missing of course since gas was currently being rationed and the gear itself was far too valuable for everyday use. Levi was dressed much the same except that he still wore his token jacket with the wings of freedom emblazoned on the back.

In contrast to Eren's sun kissed skin, Levi's skin was milky white, shining almost luminescent in the glow of the lamp. His steel grey eyes caught the light and appeared almost glassy. Eren leaned back on his hands and gazed at the other male with a predatory gleam in his eye. Levi seemed to pick up on the subtle look and returned it with the faintest hint of a smirk playing across his lips.

"Lazy brat, are you expecting me to make the first move? Take some initiative," Levi deadpanned, folding his arms and looking at the brunette expectantly. Eren's lips broke into a mischievous grin at the statement and he moved from his spot on the desk and sauntered over slowly to close the gap between them. He stood a bit taller than Levi, which irritated the older male to no end, but at the moment his height was the least important thing on his mind.

It should have clicked right then, that there was something going on between the Corporal and Eren beyond a mere friendship. Armin was brilliant, an intellectual who could teach even the most gifted scholars a thing or two; however, when it came to everyday common sense he was certainly not the sharpest tool in the shed. In his mind the two were still just meeting in secret because of some unfinished business or tutoring or whatever, but he couldn't bring himself to look away from the exchange for some reason. A gut instinct told him that things were definitely about to get interesting.

"Hmm what should I do first?" Eren wondered aloud, casually walking around Levi until he was behind his back before snaking his arms around the older male's chest, one hand diving beneath the tan jacket to brush against the hardened muscles lying beneath his thin white shirt. Levi visibly stiffened at the touch, going rigid as a board as the teen felt him up. His mouth was a thin line and his steel grey eyes were narrowed a bit, whether it was due to annoyance at being touched or pleasure, Armin couldn't be sure.

The brunette nuzzled against Levi's neck, inhaling the other's scent in a subtle way as he leaned into the older male, his crotch inadvertently rubbing against Levi's ass.

"I missed you," Eren whispered in a low, husky tone that was tinted with desire. He playfully nibbled on Levi's earlobe a bit, licking the sensitive flesh every now and then between bites. The usual apathetic man's face contorted into an almost unreadable expression; somewhere between pissed off and turned on. His steel grey eyes were narrowed in a false anger that was betrayed by the slight shiver of pleasure he gave at the ministrations.

Eren's lips curved into a mischievous smile at the reaction. "Who would guess that the brave, strong Corporal's weak spots are his ears?" the brunette teased, licking behind the sensitive curve of the abused ear. All the while Eren's hips were moving of their own accord, rolling against Levi's ass and grinding the teen's growing erection against the supple flesh, creating a delicious friction that made him growl low in his throat at the amazing sensation. His hands wandered over the expanse of Levi's chest before stopping to unfasten his shirt buttons one by one.

Having seemingly reached his daily dry humping quota, Levi suddenly broke away from the teen and whirled around on him, brows furrowed in annoyance as he used his jacket sleeve to wipe away the gratuitous amount of saliva that Eren had left behind.

"Tch, that's disgusting. Quit slobbering and humping me like a damn dog," Levi snapped, scrunching his nose in disgust at the now wet sleeve of his jacket. Eren didn't seem the least bit perturbed at the outburst, however, as he nonchalantly sauntered back over to Levi, suddenly grabbing the older male's chin and crushing their lips together in a rough kiss.

By now the blonde had turned several shades of crimson, the realization of just what was transpiring before his very eyes finally dawning on him.

_Oh my God…Eren and Corporal Levi are…together? But if that's true then that means that Eren is…_

His thoughts trailed off into unexpected territory. He'd never imagined his best friend had any interest in romance whatsoever, let alone with males. The subject had never come up before; their conversations usually consisted of titans or the outside world. Armin himself had often been the butt of many a joke concerning his obvious affection for the brunette. Reiner had been the one to start the rumors of his apparent crush on Eren, despite the blonde's protests. Luckily, either the brunette hadn't heard the rumors, or he'd paid no mind to them, because he'd never confronted Armin about his true feelings.

Armin wasn't exactly sure what he felt for Eren himself; whether it was a deep friendship born from a childhood bond, or something more, he couldn't be sure. All that he knew for sure was that he truly cared deeply for the boy who had saved his life, and that he would go to any lengths to ensure his happiness and well being.

Eren certainly did look happy as he pressed his lips deeper against Levi, and flicking his tongue across the older male's lips, begging for entrance. His attempt was thwarted when Levi bit the wandering muscle as Eren began to forcibly push it inside his mouth. The brunette yelped in pain and pulled away from the kiss to nurse his wound.

"Shitty brat, how many times do I have to tell you, no tongues, it's disgusting," Levi hissed, pulling out a handkerchief and wiping his lips. Eren moved his hand to wipe away a bit of blood that had begun to trickle from the corner of his mouth. The brunette stuck out his tongue and inspected it, noting the wisps of steam that had begun to rise as his wound began to miraculously stitch itself together. The rich, coppery taste of the crimson liquid lingered in his mouth. Instead of deterring the teen, however, the injury only served to fuel his almost bestial lust.

Levi caught wind of the feral look in those turquoise orbs and raised one thin eyebrow in surprise. "I suspected that you were a deviant, but a masochist as well? How indecent," Levi remarked, lips curving into knowing smirk. Eren licked his lips, making sure to lap up every last drop of blood that had spilled, a hungry look flickering in his eyes as he fixed his gaze on Levi. The suggestive use of the brunette's tongue stirred something within Levi, something buried deep within that was begging to emerge. In one swift, fluid motion he crossed the gap between them and laced his fingers through Eren's hair, grabbing a handful before roughly yanking the locks and forcing the younger male's head back, fully exposing his neck.

Eren squinted his eyes and hissed in pain at the painful tugging sensation. Levi leaned in close until his warm, humid breath ghosted across the boy's ear.

"If you're so eager for punishment then get on your knees and let me oblige you," Levi whispered in a low, suggestive tone, emphasizing his words with a flick of his tongue across the sensitive flesh of Eren's collarbone. The brunette groaned in response, legs buckling underneath him as he fell to his knees in obedience before the raven haired male much like a trained dog heeling before its master. For once Levi was able to look down on Eren, and that fact brought him great satisfaction as he roughly ground his boot heel into the teen's crotch, eliciting an uninhibited moan.

"How shameless," Levi taunted, unfastening his cravat and shoving it into his jacket pocket to avoid soling it any further. His shirt was halfway unbuttoned, revealing his lean, muscular chest that was littered with old scars, some almost completely faded into his milky white skin. Despite his imperfections the sight was utterly breathtaking. Eren whimpered once more as Levi applied more pressure to his sensitive groin, reveling in the brunette's reactions.

Armin was more than a little shocked at his best friend's apparent pleasure derived from the abuse. He was discovering more new things about Eren with every passing moment, some of them completely bewildering. For one, he'd never expected a sound like _that_ to come from the brash, headstrong friend he'd known for so long. Hearing such a lewd noise escape from Eren's mouth stirred something within the blonde that made him look away in shame, pink tinting his cheeks as he realized the kind of effect it was having on him. Heat was beginning to pool in his nether regions, his arousal coming to life despite his best efforts to control it.

 _I should_ not _be having this kind of reaction…Eren's my best friend and here I am ogling him…_

Eren had been reduced to a panting mess from Levi's ministrations, his self control being tossed out the window as he ground his arousal against Levi's boot in desperation. The older male looked rather pleased with himself as he took in the shameful display before him. He removed his boot from Eren's crotch, causing the teen to whine at the sudden loss of contact. Levi crossed his arms and regarded the brunette with a smug look.

"You must want it pretty bad to get this worked up so easily, brat" he mused, gloating at the effect he'd had on the teen. Eren looked up at him almost pleadingly, eyes half lidded and glazed over with lust and his breaths coming in short huffs. Levi ignored his silent pleas to continue, dead set on making the younger male beg for it. He leaned over Eren until the strands of his raven hair tickled the brunette's nose.

"Show me just how badly you want it, Eren. If you do a good job then maybe I'll consider obliging you," Levi practically purred, his voice low and smooth as silk. Eren wasted no time in complying with the order, sitting up on his knees and making short work of unbuttoning the rest of Levi's shirt, letting it fall open before attacking the skin beneath with his mouth, licking and raking his teeth along the sensitive flesh of the older male's stomach. Levi rested his hands on Eren's shoulders, letting the teen have his way with his body.

Eren lingered a bit on the junction of Levi's stomach and hips, trailing his tongue along one of the lines that formed a V-shape. The older male let out a low groan, barely audible but noticeable enough to get Eren's attention. He focused on Levi's expression, the way his eyebrows knit together in concentration, as if he was doing his best to conceal any show of pleasure on his part. The way he bit his lip and tightened his grip on Eren's shoulders were dead giveaways, however. The teen let his hands wander, exploring Levi's lower body without hesitation.

One hand slowly slid up toned abs seeking the hypersensitive flesh of Levi's nipple, pinching and squeezing the pink bud between his thumb and forefinger none too gently and causing the older male to dig his nails into Eren's shoulders. While Levi was distracted the brunette slipped his other hand under the hem of Levi's pants, fingers brushing against his ass before giving one firm cheek a light squeeze, all the while continuing to bite and suck at the older male's slightly protruding hip bone.

Armin deduced that the form fitting white pants that were standard in the military were certainly not designed to leave anything to the imagination, judging by his growing erection that was not so subtly pitching a tent between his legs. He couldn't help but wonder what Eren's lips felt like, were they soft? Or were they chapped from the sun? How would it feel to have someone kneeling before him, seemingly worshiping his body with their mouth?

How he envied Levi in that moment, and how he hated himself for it.

The blonde turned his attention back to the scene before him. When Eren began to dip his tongue below the waistband of Levi's pants the older male pushed him back, detaching the teen's mouth from his body and locking gazes with him.

"Stop screwing around and get on with it already," Levi barked the order, his breathing ragged and a light sheen of sweat beginning to form on his skin. Eren's mouth broke into a shit eating grin at his partner's impatience and Levi scowled, glaring daggers at the boy.

"What is it that you'd like me to do, sir?" Eren inquired coyly, feigning ignorance and using the title sarcastically to get under Levi's skin. The raven haired male was far from amused, lust clouding his mind and making him even more impatient than usual. He once again yanked a handful of Eren's messy hair, forcing the brunette into submission.

"I want you to put that loud mouth of yours to better use than making stupid remarks," Levi snarled, using the brown locks as leverage to shove Eren's face in his crotch. Despite the humiliating position Eren appeared more enthusiastic than ever, wasting no time in unfastening Levi's pants and pulling them down to reveal his black undergarments. The older male's erection was quite obviously straining against the thin fabric, revealing just how much the youth's touch had affected him. The brunette nipped at the supple flesh of Levi's thigh, leaving a small red mark in his wake. He nursed the spot with his tongue before focusing his efforts on a more important area.

Eren massaged the hardened flesh through the material, eliciting a low groan from Levi who tugged the teen's hair in response, encouraging him to quit teasing and hurry up and fucking _do something already._ Eren took the not so subtle hint and swiftly slid down the undergarments, fully exposing Levi's length. Eren's ocean colored eyes widened as he took in the sight of the imposing organ. Despite having seen it before, the sight still managed to impress him. What the man lacked in height he certainly more than made up for in this area. His obsessive neatness showed here as well, his pubic hair a neatly trimmed patch of black at the base.

Armin had never expected to see his commanding officer's dick, but he would be lying if he said that he didn't find the sight attractive. Before he realized it he was stroking his own length through his pants, covering his mouth with his hand to avoid making any noise that would give him away. He sincerely hoped that no one would be taking this path tonight.

_This is wrong. What am I doing? I shouldn't be watching this, so why can't I look away?_

A bead of pre-cum formed on the tip of Levi's length and Eren flicked his tongue over the head to capture the clear substance before it fell. It was slightly salty but not unpleasant and Eren greedily licked his lips as if he was a cat enjoying a bowl of cream. He swirled his tongue around and under the sensitive head before dipping down to lick up the shaft, making the older male inadvertently shudder in pleasure.

Levi rubbed the tip of his cock against the brunette's mouth impatiently. Eren fulfilled his desire, sliding his mouth over the tip and along the shaft until the head hit the back of his throat, nearly enveloping the entire length in warm, wet heat. Levi let out an uninhibited moan, bucking into that delicious warmth and making Eren gag slightly at the sudden intrusion. Bracing himself with his hands on Levi's thighs, Eren began to move his head back and forth, swirling his tongue along the shaft and sucking the tip of Levi's cock as if he was trying to milk him dry. Levi used his grip on Eren's hair to forcibly increase the pace, all the while gazing into those turquoise orbs that were fixed on him. Eren didn't want to miss a single expression, the slightest twitch of pleasure in the usually stoic man's face causing his own cock to twitch with desire. Levi's steel grey eyes were half lidded in pleasure as he took in the enticing sight before him.

"Mmm…you look good with my cock in your mouth, Jaeger," Levi remarked, voice low and husky. Eren seemed to be encouraged by the statement and hummed a bit in appreciation, the sound vibrating around Levi's length wonderfully. Levi's body went into sensory overload and he pulled his cock from Eren's mouth, a long string of saliva trailing from the tip to the brunette's lips.

"Enough," he choked out, pushing Eren away gently and taking a step back to brace himself against the large desk in the center of the room. The brunette's mouth had felt far too good and he was certain he wouldn't have been able to last much longer if he hadn't pulled away right then and there. Eren pursed his lips in a pout at the sudden interruption but was soon distracted by the aching between his legs.

"Corporal…I want you…" Eren stated in a needy voice, positioning himself on all fours and locking gazes with Levi.

Levi arched a thin eyebrow at the brunette's provocative stance. "Oh? And just what is it that you want, Jaeger? Be more specific."

"I want you to fuck me," Eren blurted out hastily and without hesitation. There was no wavering in his voice, his desires made clear. Despite the genuineness of his statement Levi shot him a skeptical look, folding his arms and looking at the brunette expectantly.

"You'll have to try harder than that, brat. I don't give it up that easily," Levi stated as he studied the ceiling, feigning disinterest. Armin wondered to himself how anyone could be so nonchalant while their dick was out in the open. Eren was normally a proud person, never bowing to anyone, unyielding in his goals and determined to eliminate all obstacles in his path. However, all rational thoughts had long since been abandoned in the youth, his blood supply being diverted entirely to his nether regions. He crawled slowly, seductively on all fours towards Levi, his eyes fixated on the older male.

"I want you to fuck me, Corporal," he said once again, continuing towards him, "I want to feel your hard cock inside me, I want to ride it until I cum again and again, screaming your name" his voice became hoarse yet deep and sultry as he finally stopped in front of Levi, once again kneeling at his feet. "I want to pleasure you, to hear your moans as you fuck me senseless, to see your face when you finally reach your peak. I want to feel you finish inside of me and fill my ass to the brim with your cum. I'll take it all, milking every last drop until your cock is completely dry and neither of us can move without hurting."

Well, if that wasn't specific then Levi didn't know what was. It was blunt, straight to the point and completely shameless, and _fuck did it turn him on to hear Eren talk like that._

If anymore blood rushed to Armin's head he was sure to pass out. The imagery Eren had oh so tactfully described was forever etched into his brain, but he couldn't say that he minded much at all. His cock was standing at full attention, oozing clear liquid from the tip. A rather large wet spot had formed on his underwear, nearly soaking through to his pants. If he was going to walk away from this with at least some of his dignity intact, he was going to have to slide his pants down to avoid staining them. Silently hoping that no one would walk by, he unfastened his button and zipper and pulled his pants down to his thighs, exposing his standard black underwear and the weeping erection it concealed to the cool night air.

It was so wrong to be doing this, on so many levels, and Armin was aware of the fact that he was now a shameless pervert, a voyeur that spied on his best friend and commanding officer during their intimate moments. But wasn't it partially their fault as well? Eren had confessed to knowing about the window, so wasn't he displaying himself intentionally? Armin was simply an innocent bystander caught up in the moment, blissfully unaware of what he'd stumbled upon.

_What am I thinking? Of course I'm guilty! I could have walked away and pretended this whole thing never happened and yet here I am._

Despite his inner protests, Armin was getting harder by the minute to the point that it was becoming painful and impossible to ignore. The teen bit his lip and let his hand slide beneath the thin black fabric, past a tuft of blonde curls before gripping his length and massaging the head with the pad of his thumb. His fingers were soon coated with clear, sticky liquid as he let out a muffled groan at the sensation. It wasn't as if he'd never touched himself before, but he couldn't recall ever being so aroused that he soaked his underwear.

_Well, there's a first time for everything._


	2. Chapter 2

**Notes for the Chapter:**

> Sorry about the wait! I was eager to see feedback for the first part which has so far been positive! So here's 5k+ words of pure smut for your enjoyment!

_Well, there's a first time for everything._

So there he was, hand down his pants out in plain sight, in front of a window, spying on his best friend and commanding officer about to fuck like rabbits and touching himself. It was certainly not how he'd planned to spend his evening, but as far as Armin was concerned there was no going back now.

After hearing Eren's all inclusive list of debauchery Levi had to restrain himself from throwing the brunette to the ground and taking him right that very second. Clothes be damned, he'd tear them right off of Eren without hesitation if need be. Sure, it was an option, but Levi knew that he would be playing right into the brat's hands if he gave in now. His pride was in a heated battle with his hormones and he was desperately struggling to maintain composure. The wise thing to do would be to attempt to turn the situation around.

He turned his attention back to Eren, who had risen to his feet and was currently removing Levi's jacket to allow access to the sensitive flesh of his neck. The brunette licked upwards from his collar bone, stopping when he felt the thrum of Levi's pulse beneath his tongue and biting down roughly. Levi inhaled sharply at the sudden pain, silently cursing the boy for memorizing all the little erogenous zones on his body. The first time they'd been intimate Levi had learned firsthand about Eren's penchant for biting, and he'd been grateful that he normally wore a cravat that would cover all the angry red marks that the brunette had left in his wake.

He secretly wondered if the boy got off on biting his hand to transform.

Before he realized it Eren was drawing blood and he had to shove the brunette away from him to break his almost vampiric hold.

"Stop. If you want me to fuck you so badly then strip and prepare yourself," Levi ordered in an authoritative tone. Eren immediately complied, licking a stray drop of blood from his lips before fumbling with the buttons of his shirt. He was practically trembling with excitement by now, and he hastily discarded the garment before roughly yanking off his boots and tossing them aside. He made short work of his pants, sliding them off and stepping out of them to stand before Levi clad only in his undergarments.

Unlike Levi, Eren's body had been kissed by the sun, his skin lightly tanned from training outdoors. His body was lean and lithe and fit for soaring through the air with his maneuver gear, no excess bulk to weigh him down. He did have a bit of muscle, his abs hardened slightly but not quite enough to form a six pack. He was similar to the older male in that his chest was also riddled with scars, far too many for someone so young in Levi's opinion. The marks were testament to the hard life the boy had endured up to this point due to living in the poor province of Shingashina.

Armin had seen his friend in his underwear before, on multiple occasions due to the fact that they'd often bathe or swim in local streams to relieve themselves from the sweltering heat of summer. As children getting undressed in front of each other was normal, especially since they were both boys. Now, however, after everything that had transpired this evening, seeing Eren's body exposed was having a profound effect on his ability to think clearly.

When Eren hooked his thumbs under the waistband of his underwear Armin looked away for the first time that night. Was he really ready to see Eren like this? If he saw what was beneath that black material would their relationship magically change from best friends to creepy peeping tom and unsuspecting victim? Armin bit his lip and squeezed his eyes shut, mentally coaching himself to have enough discipline not to look.

Needless to say, it didn't work.

Armin watched with wide blue eyes as Eren slid the black garment down tortuously slow, first over his slightly protruding hipbones, then past his thighs and knees and finally around his ankles to be kicked off to some unknown location in the room. His erection was now fully exposed, standing at full attention and oozing pre-cum from the slit of his head. It was a rather surprising size for someone his age, and Levi would have lying if he'd said that he wasn't impressed. A tuft of brown curls lay at the base, not overgrown but not neatly trimmed like his own.

The brunette dropped to his knees once again, shivering slightly at the feeling of the cool stone floor on his bare skin. This time he positioned himself so that he was sitting back on his heels, legs spread open in a lewd manner and supporting his weight with one hand on the floor behind him. Using the other hand Eren slipped two fingers in his mouth, using his tongue to thoroughly coat the digits with saliva and making a spectacle of himself. Levi's cock twitched at the erotic display before him and he clenched his teeth in anticipation.

When Eren was finished seemingly fellating his own fingers he removed the digits from his mouth, a long, thin string of saliva following them. The youth wasted no time in preparing himself, slipping his hand behind him and sliding one finger between his firm, nicely shaped ass cheeks and prodding at his entrance, the saliva serving as a makeshift lubricant to ease the penetration of the tight ring of muscle. As he pushed the digit in to the knuckle Eren let out a soft mewling sound, reveling in the feeling of finally being filled after so much yearning.

Levi eagerly took in the display, steel grey eyes regarding Eren with primal lust as he watched the teen's breathing hitch slightly as he added another finger, stretching himself further. Eren gave himself a moment to adjust to the intrusion before wriggling his fingers a bit, making a scissoring motion while thrusting them in and out, plunging deeper each time until they were fully buried inside of him. He curved his fingers a bit, angling upwards as he thrust against his hand, cock bouncing up and down between his legs.

"Ahhh fuck," Eren groaned out, his fingers brushing against his prostate and making him arch his back and shiver in pleasure.

Armin was done trying to fight his desires and he unceremoniously shoved his underwear down, exposing his aching arousal to the cool night air and wrapping his hand around the length, giving it a rough stroke and biting down hard on his lip to stifle a moan. Seeing the object of his affections fingering himself and moaning in ecstasy was just too much and his hormones finally won out over his self control.

He wasn't alone, however, as Levi slid off of his place on the desk and strode over to Eren. The brunette removed his fingers and looked up at the older male, turquoise eyes glittering with anticipation. Levi did not disappoint him.

"Get it wet so I can stick it in without getting your blood all over me," Levi ordered more than suggested as he once again shoved his cock in Eren's face. The brunette's lips then curved into a mischievous grin.

"Yes sir," Eren mock saluted before taking Levi into his mouth in one swift motion, gripping the older male's hips for leverage as he bobbed his head back and forth, coating the length with copious amounts of saliva that made Levi cringe internally. Normally he'd be more than a little squicked at the sight but he knew that it was beneficial in the long run, for both him and Eren. Feeling the amazing warmth and wetness of Eren's mouth tempted him to thrust himself into the hilt and shoot his load down the brunette's throat without so much as a friendly warning. He refrained from acting on his whims, however.

Once Levi was satisfied with the amount of lubrication he removed himself from Eren's mouth and shoved the brunette backwards until he fell onto his rear with a yelp.

"Turn over and get on all fours," Levi ordered and Eren abruptly obeyed, flipping over and sticking his ass in the air, waggling it a bit like a bitch in heat. Levi rolled his eyes at the ridiculous display before positioning himself behind Eren. It was incredibly arousing to see the teen on all fours, completely submissive before him, his perfect ass ready and waiting to be ravaged.

Levi rubbed the tip of his cock against Eren's entrance teasingly, applying a bit of pressure but not quite enough to penetrate the tight ring of muscle. Eren let out a needy whine at the contact, pressing his ass back against Levi in hopes of impaling himself on the shaft. Levi smirked at the boy's eagerness and moved just out of reach to torture him.

"Hey, horny brat, do you want my cock in your ass?" he asked rhetorically, already knowing the answer but enjoying playing games with Eren when the boy was clearly at his limit. Eren furrowed his brows a bit in annoyance at the obvious question but answered nonetheless.

"Of course I do, I've been wanting it for the past few days but you've been impossible to find," Eren complained. Levi didn't seem satisfied with that answer, however.

"I've been busy, you know that. You also know that if you want something from me you need to ask correctly or I'm ignoring you," Levi warned, a playful undertone evident in his words.

Eren groaned in response, desperation beginning to overtake him. "Please, I want you to fuck me. I need your cock in my ass, I want to feel you pound into me until I can't take it anymore, please fuck me senseless" Eren practically begged. Pride be damned, he needed sex right now or he was going to fucking explode.

That answer seemed to satisfy Levi and he repositioned himself so that his cock prodded Eren's opening mercilessly. "That's impossible, you have no sense," he deadpanned. He couldn't see Eren's face all that well but if he could he was certain that the brunette was frowning and furrowing those thick eyebrows as he often did when he was frustrated. It was one of the little quirks about him that Levi found endearing. He finally relented when he heard Eren huff, pouting at the teasing.

"Very well, I suppose I can oblige you," he mused, gripping Eren's hips roughly, "brace yourself, Eren."

The brunette grit his teeth in anticipation. It always hurt the most at the beginning until his insides could adjust to fit Levi's impressive length. He took a deep breath as he felt Levi grasp his hips. Before he had time to think the older male pushed forward, penetrating his entrance in one fluid motion, burying himself to the hilt inside of Eren and enveloping his cock in the wonderful tightness of the brunette's ass.

"Ahhh," Eren cried out at the painful intrusion, involuntarily tightening up and hitching his breath. He could feel the walls of his ass being stretched to accommodate Levi, who was digging his nails into the brunette's hips as he delighted in the warmth and tightness squeezing him mercilessly. He forced himself to stay still, his instincts tempting him to fuck Eren hard and fast  _right fucking now._  Despite the pleasure it would bring he had no desire to needlessly injure the teen, even if his regenerative powers would soon mend him. He wasn't a sadist, and he decided to wait patiently until Eren was ready for him to continue.

It didn't take long for the initial pain to fade and Eren began to enjoy the feeling of having his ass full of Levi's impossibly hard cock. Before long his body craved more contact and he thrust backwards impatiently against Levi, urging the older male to finally move. Levi took the hint and settled himself between Eren's knees, using the boy's narrow hips as leverage as he slowly pulled himself out until only the tip remained inside. He waited a few agonizing seconds before roughly thrusting back into Eren's ass, the force of his thrust shoving Eren forward and forcing him to support his upper body on his elbows.

Armin continued to slowly pump himself, watching Eren take it like a champ and trying not to finish too soon. The show had just begun, after all.

Levi continued to thrust in and out of Eren at a steady pace, the sound of flesh slapping against flesh permeating the air as he buried himself completely within the brunette time and again. It wasn't enough for Eren, however, who wasn't shy about vocalizing his desires.

"Ahh, faster, fuck me  _faster_ ," he choked out between moans, and Levi wasted no time in complying with the depraved demand, picking up the pace and leaning over Eren, a few strands of his raven hair tickling the teen's back. While Eren was quite vocal, moaning and letting expletives slip every now and then, Levi only let out a few muffled grunts and groans when he felt like it. Soon he was pounding into that intense heat relentlessly, throwing his head back in pleasure and biting his lip to stifle a moan. A primal lust overtook him completely as he felt Eren clench around him with desire.

At one point he angled himself so that when he thrust inside of Eren once more the tip of his cock hit the brunette's prostate, driving him completely wild with desire.

" _Fuck it'ssogoodLevipleasemoregivememoreohshitohshit,"_ Eren hastily blurted out, his words one long string of curses and encouragement that elicited a low growl from Levi in response. Eren's chest heaved, his breaths coming out in ragged pants as he struggled to maintain composure and failed. Although it sounded like he was going to lose it any minute, Levi knew from experience just how much stamina Eren had. Whether it was due to being a titan shifter or just youthful endurance he couldn't be sure, however he knew one thing; the brat could have sex for hours and still be going strong.

He'd struggled to keep up with Eren's boundless sexual energy the first few times they'd done it, and after the third time of nearly losing his shit within the first ten minutes Levi vowed to train himself to last even longer than the brunette. After many a sleepless night of private "sessions" with his hand and experimenting with different techniques he'd finally built up enough stamina to give even Eren a run for his money. From then on he never had another problem satisfying the teen's voracious sexual appetite, and often times Eren would be unable to walk straight the next morning, earning him odd looks and knowing glances from his squad mates.

Armin had increased his own pace as he watched Eren claw at the floor, a constant cacophony of lewd noises spilling from his mouth as he was fucked like a dog. Armin couldn't help but wonder how it felt to be inside of someone, or to feel someone penetrating him. Judging by Eren's initial reactions it hurt like a bitch at first, but the pain was soon replaced with immeasurable pleasure. When intense heat began to pool in his groin Armin stopped his ministrations, holding off on cumming until Eren was close.

After a few more violent thrusts Eren pulled away, letting Levi's cock slide out of him, giving the older male pause.

"W-wait! Let me be on top, I want to ride you," Eren stammered, turning to face Levi and attempting to push the raven haired male on his back. Although hearing Eren say such a thing made his cock twitch with excitement, Levi grabbed the brunette's wrists in protest, confusing the boy until he explained.

"Not on the floor, it's filthy," Levi bluntly stated, standing up (holy shit his knees were aching and his legs were going numb, what a fine time to start feeling his age) and leading Eren over to the desk, tugging the brunette impatiently by the hand. With a swipe of his arm Levi cleared the desk of clutter and laid down lengthwise across the lacquered wooden surface, pulling Eren down on top of him and grinding their erections against one another, creating a glorious friction that sent shivers down his spine.

"You'd better make good on your word, Eren. If you want to pleasure me then you'd better give it everything you've got," Levi demanded, nipping at Eren's shoulder. The brunette groaned in response before sitting upright and straddling Levi's waist with his bare ass. His face broke out into a Cheshire like grin as he took control; he loved having Levi at his mercy beneath him. It wasn't very often that he got the chance to assert himself over the Corporal, and he was going to make damn sure it was something that the older male would never forget.

Eren reached behind his ass to grab Levi's cock and positioned it at his entrance, rubbing against the hardened flesh but not taking it in, teasing Levi much the same way the man had teased him. Levi clenched his teeth in frustration, cursing Eren for using his own dirty tricks against him. He furrowed his brows slightly in annoyance, his mouth a flat line as he glared at the teen.

"Get on with it brat," Levi snapped, hoping to get the point across that he was running low on patience. Eren looked thoughtful for a moment, his impish grin never fading.

"Hmm, what's the matter, Corporal? Do you want to fuck me some more? If you want something you have to ask for it correctly," he repeated Levi's earlier phrase in a playful mocking tone as he ground his ass enticingly against Levi's erection. The older male was incredulous at the audacity of his subordinate.

"Tch, don't get cocky, brat. I'll throw you off and leave you here with nothing but your hand to keep you company," Levi warned, moving to sit up but finding himself pinned to the desk with Eren's hands on his chest. His features contorted in puzzlement when he discovered that Eren seemed to have suddenly gained the strength of ten men.

_That's strange; usually I have no problem overpowering the brat._

Levi tried to move again, but to no avail. Eren was suddenly much stronger than normal, and the older male suspected that his inner titan had a hand in it. He was certainly more clever than Levi gave him credit for. Eren's turquoise eyes seemed to look straight through to his core, and Levi knew that there was only one thing left to do. He heaved a sigh before relenting.

"Yes, Eren, I want to fuck you, so take my cock into that tight little ass of yours and ride it like a good boy," Levi ordered, his voice low and taking on a tantalizingly seductive tone.

"Yes sir," Eren replied, voice barely above a whisper as he once again took Levi's entire length inside of him in one fluid motion, crying out as he felt the familiar fullness overwhelm his senses. He supported the weight of his upper body by placing his hands on Levi's chest and using it as leverage to push himself up until only the tip remained inside of him before immediately slamming his hips back down and engulfing Levi's cock in the tight heat of his ass once more.

Eren's voice seemed to increase an octave as he picked up the pace, rising and lowering himself again and again until he was practically bouncing up and down on Levi's dick. He shifted his position so that he was leaning back with his hands behind him on either side of Levi's legs, giving him more leverage and showing off his aching cock, beads of pre-cum forming and dripping from the tip.

It was one of the most beautiful things Levi had ever witnessed in his entire life and he groaned aloud at the sight. The erotic sound encouraged Eren to put even more effort into his thrusts and he rolled his hips with Levi buried to the hilt inside of him. Levi growled in approval, eyes meeting Eren's in a lascivious stare as he slid his hands slowly up the inside of Eren's thighs. Slightly calloused palms massaged the supple flesh between them before moving upwards, ignoring Eren's neglected length (the teen whined in disappointment at this) and resting on his hips. Light bruises and scratches remained from his earlier grip, although they were already beginning to fade. Meanwhile his gaze never wavered from Eren's face, taking in the delicious expressions he was making.

"Ahh…mmm…is it…haah….is it good?" Eren questioned between moans, eyes half lidded in lust. If they weren't in the middle of the raunchiest sex Levi had ever had he would have found the boy's eagerness to please rather endearing. Levi replied by bucking his hips upwards into that heavenly heat, brushing against the sensitive spot deep inside. Eren nearly lost it right then and there.

Oh yes, payback was indeed sweet. It was time to seal the deal and push the brunette to his limit.

Levi softened his expression and let go of all of his inhibitions, burying his usual pride deep within.

"Haa...is that the best you can do, Eren? Ride me faster, brat" Levi mock pleaded, tightening his grip on Eren's hips. He stifled a chuckle as he watched Eren's ocean blue eyes widen to the size of dinner plates in surprise. Levi usually never showed any signs of pleasure besides the occasional grunt or groan, normally maintaining his notoriously stoic demeanor even while he was in the middle of fucking. It was incredibly arousing to say the least, and combined with Levi's gorgeous body on full display beneath him it was an almost lethal dose of sexiness.

Meanwhile Armin was fighting the overwhelming urge to continue jerking off, his breathing ragged and beads of sweat beginning to collect on his forehead. The blonde hoped that Eren was reaching his limit, because he wasn't sure how much longer it would be until he reached his own.

Eren had granted Levi's request to go faster, and he began to ride him at a feverish pace, his muscles beginning to ache from prolonged use. He rolled his hips and gyrated, fucking Levi with every ounce of strength left in his body. His mind was clouded with lust, his only concern achieving the maximum amount of pleasure allowed by the human body.

Levi had fared well up until this point, but even humanity's strongest soldier had his limits, and with the way Eren was riding him like a well trained pony he was sure to reach his climax within minutes. Not satisfied with the idea of being milked dry by the brat, Levi mustered all of his remaining strength and sat upright, a much easier feat now that Eren's hands were preoccupied.

Eren paused, shooting Levi a puzzled look and opening his mouth to question his actions but was quickly silenced when Levi pinned the brunette down beneath him, knocking the wind out of his lungs as his back hit the hard wood surface of the desk. Levi hoisted Eren's hips, supporting his lower half by holding onto his thighs. He then pulled his entire length out of the brunette's ass, angling himself slightly and gazing deeply into those turquoise orbs. It was the first meaningful look he'd given Eren that night, and the brunette could see the fiery passion burning behind those steel grey eyes.

If looks could kill, Eren would have melted into a puddle of lifeless goo right then and there. Levi gave him a smug look.

"I'm not going to hold back any longer, so you should let go of any reservations you might have and just unleash that inner beast of yours," Levi said suggestively, and before Eren had a chance to let those words sink in he claimed him once more, burying himself completely within the brunette. Eren's breath caught in his throat as he felt Levi hit the sensitive spot inside of him right off the bat and he trembled with pleasure before finding his voice and crying out.

Levi mentally congratulated himself at guessing the right angle to aim for. Every time he hit the spot Eren clenched his inner muscles, tightening up considerably around Levi and squeezing him mercilessly. Eren wrapped his long legs around Levi's waist to secure him in place as he was pounded roughly against the desk. It was a good thing that the furniture in the castle had been recently replaced or the desk might not have withstood their love making.

It was becoming increasingly obvious that Eren was reaching his limit; his breaths were coming in short pants, his entire body was trembling and he was being more vocal than ever.

"Haa… _harder…."_

Levi silently complied, leaning forward and bracing himself against the desk with one hand while gripping Eren's narrow hips with the other. Eren took the liberty of clinging to the older male for support, sliding his hands beneath Levi's shirt and none too gently digging his nails into his back. Levi hissed at the sharp pain and hoped in the back of his mind that his clean white shirt wasn't getting stained with blood.

Armin could stand it no longer; he took his aching cock into his hand and began pumping himself furiously in time with Levi's thrusts, imagining that it was him fucking Eren senseless and causing him to make those sweet sounds instead.

Levi's thrusts became more erratic as he felt himself nearing his climax. He was determined to make Eren finish first, however, otherwise he'd never hear the end of it; he could just imagine the shit eating grin the brat would wear in knowing that he made humanity's strongest soldier cum first. Levi simply couldn't have that, and so he released his grip on Eren's hip and roughly grasped the brunette's neglected length in his hand, pumping in time with his thrusts. Eren seemed go completely bonkers then, squeezing Levi's waist between his thighs and arching his back in approval.

"Oh fuck, yes yes  _yes!"_ he cried out shamelessly, not giving a flying fuck whether anyone could hear them at this point. All that mattered to him in this moment was the man causing him to feel such intense pleasure.

Levi smirked in satisfaction and finally decided that it was time to deliver the killing blow.

" _Cum for me, Eren,"_ he whispered the command directly into the brunette's ear and that was it; Eren completely lost it.

" _Levi…"_ Eren called out his name, voice hoarse and barely above a whisper as he arched his back one final time, toes curling in ecstasy. He buried his nails into Levi's shoulders once more as he came hard, thick pearly strands of hot, sticky cum coating his stomach and part of Levi's hand. His entire body shuddered as the intensity of his orgasm washed over him like a crashing wave. A light trickle of blood oozed from the wounds caused by Eren's fingernails embedding into Levi's skin.

Armin was dangerously close to the edge himself as he watched Eren ride out his orgasm. His legs were shaking violently as he pumped himself furiously, his pre-cum acting as the perfect lubricant to ease the friction of his frantic movements.

Levi had finally reached the end of his rope. Feeling Eren tighten around him in sheer ecstasy while moaning his name was far too much for any sane man to handle. Eren sensed his partner's impending climax and decided to return the favor and help push him over the edge.

"Cum inside me, I want to feel it deep within me, fill me to the brim, I'll take it all, so please,  _cum inside me, Levi,"_ Eren begged, voice cracking slightly from the aftershocks of his orgasm. He drove the point home with a harsh bite to the older male's sensitive earlobe.

That was it; Levi completely lost it.

" _Eren…"_  it was barely audible, but Eren caught the sound of his name spilling from the raven haired male's lips at the height of ecstasy and he grinned in satisfaction.

With one final thrust Levi gripped Eren's hip once more and buried himself deep inside of that marvelous tightness, cumming violently. His entire body trembled with intense pleasure as his orgasm sent him into sensory overload. His primal urge to leave his mark on his mate was finally satisfied; he could feel his pulsating cock coating the brunette's insides completely with the warm, sticky liquid.

_You're mine, Eren._

Despite his best efforts his strength completely left him and he collapsed boneless on top of Eren, cringing when he felt his chest get coated with the brunette's semen that had landed between them. Eren was completely oblivious to the mess, basking in the afterglow with a stupid grin plastered across his face.

_I'll have to remember that trick for next time._

At nearly the same time that they finished, Armin reached his peak, his orgasm overtaking him as finally climaxed, spilling his seed on the ground below. Although he'd done his best to be silent he unintentionally let out a high pitched moan as he came, immediately slapping his hand over his mouth to muffle the sound and mentally cursing himself for letting it slip.

All three of them were now completely spent, left gasping for air and struggling to stay coherent. Despite his exhausted state Levi's hypersensitive hearing picked up on Armin's cry and he sat up on his elbows to better look out of the window. Eren noticed Levi's actions and gave him a puzzled look.

"What is it?" he inquired, finally relinquishing his vice like grip on Levi's back.

"Did you hear something?" Levi asked, eyes shifting back and forth across the window pane, searching for the source of the strange noise.

"No. Why? Did you?"

Try as he might Levi couldn't locate the source of the disturbance. It had sounded almost like a mixture of a bird squawking and a cat in heat. Normally Levi would take it upon himself to investigate but he was utterly exhausted and covered in sweat and grime and he was in no mood to play detective.

"….nevermind. Let's get cleaned up. Sex with you is absolutely filthy and I can't go to sleep until I've had at least three showers," he remarked, causing Eren to let out a breathy laugh at the man's obsessive cleanliness. Levi rolled his eyes and pulled out of the brunette, slightly grossed out but also a little bit intrigued at the sheer amount of ejaculate he'd released into Eren as he watched the viscous white fluid leak out of his ass.

It had been a while since they'd last had sex, and it had been building up for over a week; and besides, Eren did ask to be filled to the brim.

The brunette heaved a satisfied sigh, sitting up and stretching his overexerted muscles. Almost immediately he felt a sharp pain shoot up his backside and he winced.

"Ouch, I'm going to be feeling this in the morning," he groaned. Levi was already zipping up his pants and began to button his shirt, shooting Eren a flat stare.

"Well, you asked for it, shitty brat, so you'll have deal with the consequences," Levi deadpanned, trying to ignore the aching in his own knees and hips. It was times like these when he really wished that he too had the regenerative capabilities of a titan shifter. Eren ignored him and clambered off of the desk, standing up and beginning the search for his discarded clothing.

When he felt a warm sensation trickle down his leg he instantly stiffened before looking down and seeing a thin trail of semen leaking from his backside. He reddened a bit at the sight, but curiosity soon overtook his embarrassment and he collected a tiny amount of the sticky liquid on his finger before bringing it to his lips and tasting it with his tongue.

Levi scrunched his nose in disgust at the vulgar display. "Stop. That's disgusting, filthy brat."

Eren gave him an impish grin before licking his finger clean of the substance.

"But it tastes like you, Corporal Levi Sir."He oh so enjoyed making Levi feel uncomfortable when given the chance. The older male simply rolled his eyes at the debauchery and slid on his jacket, dusting himself off and tying his token cravat around his neck to hide any love marks.

"Whatever, hurry up and get dressed before I shred your clothes and force you to march back naked," he ordered, half teasing.

Eren mock saluted him.

"Yes, sir!""

Meanwhile Armin had collapsed into a disheveled heap, hand still clamped over his mouth to silence any further noises that might inadvertantly slip from his lips. He slowly pulled his clothes back on and did his best to fix his appearance so that if someone did happen to see him walking back that night they wouldn't suspect that any untoward behavior had occured.

As he began the walk back to his quarters the guilt set in and he covered his face in shame.

_I'll never look at that desk the same way again._

 

**Notes for the Chapter:**

> I regret nothing!
> 
> I plan on writing one more chapter for this. Thanks for reading!


	3. Chapter 3

**Notes for the Chapter:**

> Hi guys! I'm sorry for the wait on updating this story; I was busy with writing the next ASR chapter and studying for exams. I've had a ton of fun writing this, and I promise that ASR WILL have some smut eventually, but it's nice to be able to let the juices flow and write some raunchy sex every now and then.
> 
> Thanks so much for reading and to those who have reviewed and praised this work thank you thank you thank you!
> 
> This was NOT supposed to be 10k+ words long…I got carried away…and now it's going to be 4 chapters instead of 3 because I don't want to cram that much stuff into one chapter.
> 
> Now for a warning for the future; I didn't really plan on making this a threesome at first, but everyone felt so bad for poor Armin that I thought it just wouldn't be fair to leave him out, so if threesomes are not your cup of tea, you might want to skip the next chapter.
> 
> If you want to follow me on tumblr, my url is www. azshalade . tumblr. com without the spaces. I post all kinds of stuff, mostly Ereri and Free! pics, so feel free to add me!

* * *

Steamy dreamy scenes are in italics.

It had been a long, sleepless night for Armin. Once he'd managed to sneak his way back to his quarters without being spotted (for which he was extremely grateful considering the still damp spot on his underwear) he had collapsed onto his bed and buried his face into the soft down pillow. He was extremely exhausted, and he'd hoped that sleep would find him immediately so that he would not have to think about what he'd just seen. He was not so lucky, however, because even though he had drifted off into a restless sleep rather quickly, his mind was dead-set on making him recall every little detail of Levi and Eren's sexcapades.

His dreams, usually either nightmares or humorous fluff, consisted of a very naked, very aroused Eren kneeling before him. The scene had been so very vivid, that if he wasn't so certain that this would never happen in reality he could have almost believed it. The way that Eren's cheeks were dusted with a light shade of pink, the way his lips slightly parted to accommodate his labored breathing, the way his blue-green eyes appeared to be clouded with desire. His lightly toned chest and stomach rising and falling in an unsteady rhythm, and most important of all, his prominent arousal standing at full attention between his legs.

_Armin cursed his photographic memory for perfectly capturing the essence of horny Eren. The blonde's dream counterpart, much like his real self, was blushing furiously at the erotic display before him. Thankfully Armin was still fully clothed, but his erection was clearly visible through the material of his tight white pants. Dream Eren (who was wearing a dog collar for some reason?) moved closer to the blonde until he knelt at Armin's feet._

" _Do you want me?" Dream Eren asked playfully, all the while running his hands up the smooth surface of Armin's boots before grasping the back of his knees gently and staring up at him with those big, blue-green eyes, gaze never wavering from Armin's own sapphire orbs. He busied himself by kneading the soft flesh of Armin's ass while rutting himself against his friend's boot shamelessly. The blonde was completely frazzled at the moment, and he stared, slack jawed, down at the brunette in awe._

" _I..." Armin sputtered, trying to form a coherent sentence but failing to grasp the words he was searching for. Dream Eren was not helping at all as he was currently once again letting his hands wander ever upwards, lightly stroking the inside of Armin's thighs seductively. Suddenly, because this was dreamland, Armin's clothes poofed into non-existence and he too was completely naked._

" _W-what the hell?!" Armin squeaked out, voice much higher-pitched than usual. His hands immediately moved to cover his shame, but Dream Eren seemed to have other plans as he grabbed the blonde's wrists and held them tightly. Armin opened his mouth to protest but was abruptly halted when Dream Eren flicked his tongue over the tip of his cock teasingly, making the blonde gasp in surprise._

_The blonde's reaction seemed to please Dream Eren, the corners of his mouth curving into a mischievous smile. He licked his lips sensually, acting as if he'd just had a sample of the most delicious thing in the world. Armin really wished that he could cover his face at the moment, because it was turning about ten different shades of red in the span of a few seconds._

_Dream Eren immediately went back for seconds, his tongue lavishing the head of the blonde's cock, making Armin shiver with pleasure at the wonderful feeling of that wet, hot tongue worshiping him. Already the blonde was a panting, shaking mess and they'd barely even begun._

_As Dream Eren loosened his grip on Armin's wrists, the blonde used this opportunity to hold him back by the shoulders._

" _W-wait! Eren, please stop. This isn't…I mean…I don't…" he stammered, stumbling over the words that streamed from his mouth unbidden._

_The brunette gave him a hurt look, lips pouting slightly._

" _You don't like it? I'm sorry…"_

_Armin shook his head vehemently. "I-it's not that…I like it but…" he trailed off as Dream Eren got to his feet and stood before him, taking the blonde's face into his hands and caressing a reddened cheek with the pad of his thumb._

" _E-Eren…" Armin's dream counterpart stuttered, too shocked to look away from the other's piercing gaze._

" _Armin…let me devour you…I want to take you to paradise…" Dream Eren's face drew closer to his own, until he could feel the brunette's warm breath upon his lips._

_Armin could only stare, dumbstruck, as Eren leaned in to close the distance between them, so close that his lips brushed lightly against the blondes, soft and inviting._

" _Armin….Armin….."_

"ARMIN!" a loud voice echoed throughout the blonde's room, jolting him awake, his eyes shooting open in surprise as he returned to reality. It took a minute to focus, and when he finally fully awoke he was more than a little surprised to see Eren leaning over him, a look of concern on his face. Armin immediately reddened a bit at the close proximity of his friend, the events of his dreams still fresh in his mind.

Eren's expression softened when he saw that the blonde was finally awake, and he smiled a bit as he rubbed the back of his neck sheepishly.

"Um, sorry about yelling but you were really out of it, so…anyway, it's almost time for class, and normally you're already awake and ready to go when I come by, so when I saw that you were still sleeping with your uniform on I got a little worried," Eren confessed,briefly looking over Armin to be sure that his friend was indeed alright. The blonde was trying to piece together and separate what had transpired in his dreams and what was happening right now. He slowly sat up, rubbing the sleep out of his eyes in an attempt to look like he normally did upon waking. He forced himself to look at Eren and fought back a blush, smiling brightly and pretending that he was not just dreaming about his best friend sucking him off.

"Oh! Um…sorry about that, I had a bit of a hard time falling asleep last night and I guess I was so tired that I overslept," he forced a fake laugh as he tightened his grip on the blankets, cursing the thing between his legs for being as hard as diamonds right now. Eren arched a brow at him, not fully believing his story (he was a terrible liar, but it was partially true…he hadn't slept well at all) but deciding not to question it since class was about to start.

"Well, hurry up! You're already dressed so just comb your hair and let's go!" Eren stood up and stretched, shooting him a genuine smile. Armin quickly looked away, trying to hide the blush creeping up from his neck to his cheeks. Eren thankfully didn't seem to notice as he stretched his arms and back in preparation for the long day ahead. The blonde tried his best to will away his raging morning hard-on, filling his mind with images of titans (ugly titans, gross fat ones, not Eren's way-too-attractive-for-a-titan form) and was relieved when it seemed to do the trick. He slid out of bed (on the opposite side of Eren, just in case his little friend got excited again) and searched for his comb within the drawer of his nightstand.

As he found the comb and began running it through his silky blonde locks he focused his attention on his clothes; they didn't appear to show any evidence of the previous night's events, and he supposed that wearing them to class and then changing later would be acceptable. He didn't want to arouse further suspicion by changing, so he decided to roll with it. He took a deep breath and walked around the bed to stand beside Eren and flashed him a beaming smile.

"Thanks for coming to wake me up, Eren. I really don't want to ruin my perfect attendance record, after all," he chuckled lightly, trying to distract himself from looking too deeply into those gorgeous ocean colored eyes. This time it was Eren's turn to look confused.

_He seems a little off today…I hope he's alright._

The brunette decided to shrug it off and made for the door, opening it for his friend and closing it behind them before heading down to the lecture hall.

* * *

Levi cursed as he willed himself to get out of bed, sitting up and running a hand through his silky raven hair. He was shirtless and wearing a simple set of white cotton pajama bottoms, the kind that everyone wore to bed in the Scouting Legion. Normally he would allow himself a few extra hours of sleep after such an…eventful night, but today he was expected to coach the new recruits on the best way to maneuver on open ground.

_Fuck me. Why couldn't they get anyone else to talk to the brats? Hanji is probably just fucking around with her "pets" so why couldn't she do it?_

Levi heaved a tired sigh and threw the covers off, sliding out of bed and letting his feet reach the cold stone floor. He stood up and stretched a bit, immediately wincing as his back and hips ached with pain. He bit his lip and massaged his lower back, cursing Eren for talking him into a veritable fuck fest the night before.

_Shitty brat, it's all your fault. I'm going to make sure you can't even get out of bed next time, Eren._

He walked over to his closet and rummaged through it, grabbing a perfectly clean and pressed uniform complete with a cravat before heading off to take his morning shower.

* * *

The lecture hall was bustling that morning, new recruits filling all available seats, chatting amongst themselves as they waited for class to start. Eren and Armin took their usual seats next to Mikasa, who had saved a spot for them by glaring at anyone who so much as looked at the empty chairs next to her. Armin let Eren sit next to his foster sister, not wanting to invoke her wrath by separating the two. He scooted in beside his friend and tried to make himself comfortable. All was going well until his eyes drifted towards the large instructor's desk in the middle of the room. Sapphire orbs soon widened to the size of dinner plates in realization.

_Oh no…no no no…this can't the same lecture hall that I saw last night…_

There was no mistaking it; it was the very same room that he'd stumbled upon last night, and that was the very same desk upon which Eren had been shamelessly splayed with Corporal Levi on top of him, legs wrapped around the raven haired man's narrow waist and nails roughly digging into his back…

_This is bad, this is so bad, how can I get through class today if all I can think about is those two…doing it on top of that desk?_

His nether regions stirred at the thought and he fought back a blush as he averted his gaze, focusing instead on his hands resting atop the counter before him. Eren noticed the blonde's silence and looked at him with concern. Mikasa, ever vigilant and never missing a beat when it came to Eren, noticed the brunette looking at Armin and leaned in to whisper so that the blonde would not overhear her.

"What is it, Eren? Is something wrong with Armin?" she questioned, worry evident in her soft voice. Eren tore his eyes away from Armin long enough to glance back at her. He furrowed his thick eyebrows and frowned a bit before answering.

"I don't know, he's been like that all morning. Kind of quiet and jumpy, it's really weird," he whispered back, glad that Armin was too focused on his own hands to overhear their conversation. Mikasa just nodded slightly, eyes drifting over to the blonde and noticing the way he was purposely trying not to look at anyone or anything. She didn't have time to question it further before the instructor strolled into the room, commanding silence with his presence.

Armin forced himself to look up, not wanting to appear inattentive or uninterested. They all needed to pay close attention to this lecture, after all, for future missions when there were no trees around to maneuver with. The rest of the class followed suit, a hush falling over them. The instructor cleared his throat before speaking.

"Good morning, class! Glad to see you all here. We have a very important topic to cover today, so if you don't want to end up dead I suggest you listen carefully. First, we'll cover…" the instructor continued on to explain, and Armin tried his best to focus on what the man was saying, he really did, but every time he glanced at the large desk behind him some image of what he'd witnessed the night before would pop into his mind.

_"Ahh…mmm…is it…haah….is it good?"_

Armin shook his head, trying to dislodge the image of Eren bouncing up and down enthusiastically on top of Levi from his brain. Eren arched a brow at him, trying to pay attention to the lecture but taking notice of how much his friend seemed to be fidgeting. The instructor thankfully didn't notice how much of a hard time the boy was having focusing on his speech.

"Now, if there are no trees around, then you have little choice but to grapple onto the titan itself, so you need to make sure to sink the hooks deep into the flesh, so make sure to get close enough to drive your anchor in with full force…" he continued on, and although it had been completely unintentional, the use of the words "deep into the flesh" and "drive in with full force" made Armin flush a deep crimson as his mind wandered into dangerous territory.

 _"Cum inside me, I want to feel it deep within me, fill me to the brim, I'll take it all, so please,_ _cum inside me, Levi"_

A few beads of sweat had begun to form on Armin's forehead and he wiped them away with the back of his jacket sleeve. Eren finally spoke up, worried by his friend's apparent discomfort.

"Are you alright, Armin? You're sweating," Eren pointed out, voice low so that the other students and instructor wouldn't overhear him. Armin jumped at the sound of Eren's quiet voice so close to his ear before putting up a calm front and nodding.

"I'm fine, Eren, really, it's just kinda hot in here is all…" he trailed off, not daring to look his friend in the eye as he felt himself growing more and more aroused, fidgeting and crossing his legs to try and force his inappropriate boner to go away. Eren did not look convinced, but once again turned his attention to the man speaking.

"That about wraps up the introduction, so now I'm going to turn it over to Lance Corporal Levi, who will explain more about the proper techniques to use," the instructor gestured to the door, and almost as if on cue, Levi entered the room, his usual bored expression gracing his features. As he stalked across the room to stand in front of the accursed desk, Armin just about had a heart attack right then and there. Not only was Eren here, but the Corporal as well?! He didn't know how he was going to possibly make it through the rest of the lecture without passing out from all of his blood rushing south.

When Levi leaned back against the desk and began to speak, he couldn't help but envision the man with his dick out and Eren at his feet, begging to be used and abused. Armin pulled at his hair in frustration when the images came flashing into his mind unbidden.

_"I want to feel your hard cock inside me, I want to ride it until I cum again and again, screaming your name"_

_Stop it, stop it…I can't be thinking about this right now…_

_"I want to pleasure you, to hear your moans as you fuck me senseless, to see your face when you finally reach your peak"_

_What is wrong with me?_

"Listen up, brats, I won't explain this more than once…" Levi began, eyes drifting over the crowd before coming to rest on Eren, who reddened a bit and averted his gaze. It was a subtle exchange, but the blonde picked up on it right away. Levi subtly stroked the surface of the desk as he pulled himself atop of it and made himself comfortable. If he was going to have to talk for an hour, then he wasn't going to do it standing up, not when his hips were screaming in pain from overuse.

Eren gulped a little as he watched the older male caress the surface of the desk nonchalantly, shooting him a furtive glance that practically screamed "I made you my bitch on this desk and you fucking loved it". The slightest of smiles graced Eren's lips as he recalled being taken three different ways, two of which took place on top of the newly refurbished piece of furniture.

Armin buried his face in his hands, seeing no other alternative than to hide his shame. He couldn't believe that the Corporal was not even trying to hide the fact that he was torturing Eren with suggestive imagery. The blonde wasn't even pretending to listen anymore; he was far too busy trying to keep himself sane as he watched the shameful display.

"If you don't think that you can cut the nape at first, sever the Achilles tendon on both feet and bring the titan to its knees (Armin couldn't stop the images of Eren on his knees when he heard this), then go in for the kill," Levi instructed, crossing his legs and arms as if he was becoming rather impatient and bored explaining the concept.

Armin heaved a sigh of relief as Levi wrapped up the lecture, getting to his feet and strolling right out of the door without further ado. The class applauded the Corporal, and the instructor motioned for them to be silent once more.

"Well, that about wraps it up for today. Go on and begin your exercises for the day and try to remember the information discussed here today because your life may very well depend on it someday. Dismissed!"

Everyone rose from their seats, their excited chattering filling the air as they filed out into the hall. Everyone except for Armin, that is. The boy remained seated, hands balled into fists in his lap and looking as if he'd just seen a ghost. Eren was the first to notice, as usual, and he put a comforting hand on Armin's shoulder, making the blonde jump surprise and look at him with wide blue eyes.

"Armin, I know something's wrong, you've been acting weird all day. Why won't you just tell me what's bothering you?" Eren asked, a hurt look on his face akin to the one Dream Eren wore when Armin had rejected his advances. The blonde hated seeing such a pitiful expression on his friend's face, but how could he confide in Eren when the reason he was acting weird was because of him? So, he did what he had been doing all day, and played dumb.

"I'm fine, Eren, really, just tired…maybe I'm coming down with something. I'd better go lay down" he suggested, rising to his feet now that he'd gotten rid of his "problem" and brushing past his friends before practically sprinting to the door. Eren and Mikasa were completely baffled at their friend's behavior, and exchanged knowing glances before Eren ran to catch up to him.

Armin had been going so fast that he hadn't been able to avoid crashing into Levi, who had been walking down the hall at a leisurely pace back to his quarters. Armin was pushed backwards from the force of the collision and landed square on his ass while Levi caught himself before falling and whirled around to glare at the blonde behind him. Armin cursed under his breath at the throbbing pain in his rear, squeaking in fright when he noticed the Corporal glowering at him.

"Watch where the hell you're going, Arlert," Levi snapped, extending his hand and offering to help Armin up despite his annoyance. The blonde was taken aback at the show of kindness and took Levi's hand (it was cold for some reason), hoisting himself up and dusting off his pants.

"S-sorry, Lance Corporal, I guess I wasn't paying attention to where I was going," he rubbed the back of his neck sheepishly before correcting himself and saluting, showing his Corporal the proper respect. Levi rolled his eyes and gestured for him to be at ease.

"Whatever. Just don't let it happen again," Levi warned, his expression returning to its neutral state as he turned to leave. At that moment Armin spotted Eren running down the hall towards him, arm extended and gesturing for him to wait and let the brunette catch up. Armin bit his lip and reluctantly ignored his friend, bolting down the hallway in the direction of his quarters and leaving a very perplexed Levi in his wake.

When Eren made it to Levi's position he stopped, bending over and trying to catch his breath. Levi arched a thin eyebrow at the boy's exhausted state. When Eren was able to breathe normally he sighed and looked wistfully in the direction Armin had disappeared.

"What was that about?" Levi inquired, crossing his arms and awaiting an explanation. Eren shook his head sadly and frowned.

"I don't know, Armin's been acting kind of weird today. First he didn't wake up on time, and he's normally never late, then he keeps acting antsy and won't look me in the eye. I wonder if I did something to upset him?" Eren contemplated this, his brows furrowed in concentration, trying to think of anything he might have said or done to anger his friend.

Levi shrugged and leaned against the wall, trying not to bear weight on both legs to give his hips a break.

"I did notice that he couldn't focus when I was talking. Not that I really give two shits, he's your problem, not mine," Levi quipped, making Eren shoot him an annoyed look. The older male threw his hands up in mock resignation, not wanting to further offend the quick tempered youth. Eren was at a complete loss on what his next course of action should be. That was, until a (well it seemed so at the time) brilliant idea popped into his head.

"Hey, why don't you go talk to him? Maybe he'll open up to someone who isn't me," Eren suggested, his blue green eyes fixed on Levi, who looked less than pleased with the idea. The raven haired male crossed his arms and looked away.

"No. Absolutely not. I'm not going to play the mediator for you brats, settle your problems on your own" Levi scoffed, trying his best to ignore the look he could see Eren giving him out of the corner of his eyes. The brunette pouted, a pitiful sight to behold as those gorgeous teal eyes regarded him with a pleading stare. Levi's eyebrow twitched in annoyance and he pretended not to notice.

Eren sighed, a bit perturbed that his usual puppy dog look didn't seem to do the trick. He supposed there was nothing left to do but beg. "Please? I just can't stand seeing him like this, he's my best friend. He always tries to help others with their problems without any regard for himself. He won't listen to me, but if Lance Corporal Levi wanted to speak with him then he'd have no choice but to hear what you have to say," Eren mused, lips curving into a suggestive smile.

Levi was still turned away from him, but by the way he was cutting his eyes back to Eren it was clear that he'd gotten his attention.

"So, you want to use me because of my position in order to force your little playmate to spill his guts to me, is that it?" Levi questioned, finally turning around to face Eren, eyes narrowed and mouth in its characteristic straight line. Eren ignored the implications of the word "playmate" and nodded, not wanting to offend Levi now that he had his attention.

"And what's in it for me? What do I get in return for wasting my time with teenage drama bullshit?" Levi questioned, arching a brow and studying the brunette's face. Why was it that no matter how hard he tried to avoid it, he always seemed to find himself drawn to those beautiful eyes? Eren wasn't helping matters, purposely staring back at Levi with _that_ look; the one that said _take me now_ without saying a single word. Not to mention the way the brunette's hips seemed to sway a bit on purpose as he approached the older male.

"Tch. Trying to bribe me with sexual favors, Jaeger?" Levi snorted, pretending that he was most certainly not getting a boner. Eren flashed him a Cheshire smile, leaning over to close some of the distance between them and whispering, "you can do whatever you want to me, however you want, if you'll talk to Armin for me," he promised, glancing around to make sure no one was coming before giving Levi's earlobe a playful nip.

Levi's face grew hot, and he was thankful that his cravat was covering the reddening skin of his neck as a flush creeped slowly up to his ears. He snapped out of his aroused state and delivered a swift kick to Eren's shins in retribution, making the brunette fall to his knees, hissing with pain.

"Oww, what the fuck?!" Eren hissed through clenched teeth, clutching his leg and cursing to himself. Levi ignored the question, not needing to explain why he punished Eren for being so bold in public. One of the rules of their little fling was to keep it under wraps to avoid suspicion and rumors.

"Fine, I'll talk to the little shit, but you owe me," Levi sighed and resigned himself to the task, marching straight past the injured brunette and heading in the direction of Armin's room.

* * *

_Damn it, why is my body betraying me and acting on its own? I just had to stay at that window and watch like a creep, and now I can't stop thinking about it. Can't the Scouting Legion afford curtains?!_

Armin was sulking in the privacy of his bedroom, curled into a ball and trying to relax but failing. He knew there were likely to be repercussions to missing a training session, but he figured if anyone asked he'd lie and tell them that he was sick or something. Surely they didn't expect him to show up if he was throwing up and shitting himself at the same time. He just couldn't face Eren right now, not after what he'd witnessed the previous night. To think that his own best friend was involved with the Corporal of all people. It wasn't that he was jealous; really, he was just surprised and a little shocked at the things Eren could do behind closed doors.

He covered his head with a pillow and tried to block the outside world. Maybe he would feel better if he had some time to think in his little cocoon. Much to his dismay the blonde heard a light knock on his door and he frowned, not moving to answer it. He was in no mood to talk, especially not if it was Eren outside.

Another knock came, louder this time, but still Armin ignored it. After another short pause he heard a familiar voice cut through the uncomfortable silence.

"Oi, Eren's friend, I want to talk to you, so open up you little shit," the voice demanded, its tone harsh and rather uninviting. Armin's sapphire eyes widened to comical proportions upon discovering just who was standing on the opposite side of the door.

_Oh no, what do I do? What could he possibly want? If I ignore him will I be punished for insubordination? But it wasn't an order, so I should be okay…_

"That's an order, not a request; open the damned door before I bust it down."

Armin hung his head in defeat. He supposed he had no other choice than to obey, lest he have to pay to repair his own door (which could take a long time on a soldier's salary). The blonde quickly got to his feet and made his way to the door, taking a deep breath to try and calm himself before slowly opening the heavy wooden contraption. Before him stood the Corporal, clad in his usual attire and looking more than a little pissed off. Armin immediately saluted him out of habit before bowing in apology.

"I'm sorry sir, I was asleep and didn't hear you at first-" his excuse was cut short as Levi immediately crossed the threshold, inviting himself in and plopping down unceremoniously onto a wooden chair in the corner behind Armin's work desk. The blonde was a little taken aback at the display of blatant disregard for basic manners but decided to ignore it and closed the door behind him hesitantly, not entirely sure if he wanted to be trapped in his room with the Corporal.

Levi crossed his arms and legs and looked at the blonde with an expression of pure indifference. "Save your apologies, Arlert. I'm not here for shits and grins, so I'll get straight to the point. Eren asked me to find out what crawled up your ass and died. Please enlighten me so that I can be on my way and stop wasting my time and yours," he said bluntly, steel grey eyes boring into Armin's blue ones as if he could see through any lies or deceit the blonde might try to throw at him.

Armin looked apprehensive, wringing his hands nervously and averting his gaze from Levi's, instead looking at the ground and pretending that the stone tiles were the most interesting thing in the room at the moment. He'd never expected his friend to go through someone else to talk to him, especially not the Lance Corporal himself. Armin was a terrible liar, and if anyone could see through false information, it was Levi. It was a low tactic to use the raven haired male as a mediator, clever, but low.

It was as if he was on trial for murder or something, and a rather large lump formed in Armin's throat, making it difficult to swallow. Beads of sweat formed on his brow and his hands were clammy and Levi would not stop looking at him and God he just wanted to drop dead right then and there. It was as if the older male was watching, waiting for the boy to break.

"I…" Armin began, voice soft and trembling as he considered the consequences of confessing. Would he be thrown into the dungeons for spying? Would the Corporal tell everyone else in the Scouting Legion and start nasty rumors about how Armin was a voyeur and to watch out for his prying eyes? Levi uncrossed his legs and tapped his foot on the floor in impatience, leather boots making a clacking sound on the hard stone tiles.

"Spit it out, Arlert. No one is going to know what is said in this room besides me, you and the other shitty brat, so just spill it already," Levi snapped, making Armin shrink back in fear. The blonde swallowed and took a deep breath, willing himself to calm down and hoping that his stomach would stop tying itself into knots.

_I've got to just tell him. I can't keep this a secret forever or I might go crazy. Maybe if I'm lucky he'll go easy on me for telling the truth._

"Well…I," be began, swallowing hard,"…last night I was coming back from Major Hanji's laboratory and I saw something that I feel like I shouldn't have," Armin hastily blurted out the last part, slurring his words together so that it was nigh on impossible to decipher what he'd said. Levi caught on quickly enough however, arching one thin eyebrow at the statement in question. The blonde immediately regretted having said it and clapped his hands over his mouth as if he was suffering from a bad case of verbal diarrhea.

The way the blonde was turning as red as a ripe tomato told Levi two things; one, that whatever it was the blonde had seen was not something meant for the public, and two that because of the way he'd been avoiding Eren it must have involved the brat somehow.

Realization dawned on the Corporal as the blonde's words finally sunk in. He frowned and knitted his brows together in consternation, cursing himself for not catching on sooner. He should have never let Eren talk him into having sex in front of a big ass window for the entire world to see, and if all the blood hadn't rushed to his dick at the time he would never have agreed to it. Although he was absolutely certain that he was right on the mark about what Armin had witnessed he decided to play ignorant and pretend like he had no idea what the boy could possibly be talking about.

"So…whatever it was that you saw obviously involved Eren, correct? That would explain why you've been avoiding the little shit all day and making him come crawling to me for help," Levi surmised, trying to keep his composure and not let on that he knew exactly why Armin was such a flustered mess. The blonde simply nodded, still not daring to look Levi in the eye. It was like he'd been caught with his hand in the cookie jar.

Levi's eyebrow twitched and he heaved a frustrated sigh when Armin refused to elaborate on his tale. He was done messing around; embarrassing or not it was time to get to the heart of the matter. "Look, I'm tired of playing games. I know exactly what it was that you saw," Armin shifted uncomfortably and flushed red once more at the subject, however Levi pretended not to notice and continued, "and I'm going to give you a fair warning; speak of this to anyone and you will pay dearly. In exchange for your silence I won't tell Eren the truth. I'll make up some other stupid reason why you're avoiding him, are we clear?"

Armin perked up a bit upon hearing Levi's proposal. His big blue eyes watered a bit, making it look as if he were about to burst into tears at any moment. Levi groaned; he really hated it when people cried, he never knew what he should say or do and more often than not ended up looking like a complete jackass.

Luckily Armin forced himself to hold back the tears and wiped his face with his sleeve.

"S-so you won't tell Eren if I don't tell anyone else what I saw, right?" the blonde inquired, a hopeful undertone apparent in his trembling voice. Levi rolled his eyes and nodded in response. He really hated repeating himself. The blonde seemed to relax a bit once he was reassured that Eren wouldn't find out, and he breathed a sigh of relief as he plopped down on the foot of his bed. As Levi rose to leave, Armin called out to him, giving him pause.

"What is it, Arlert?"

The blonde jumped a little upon hearing his name and gulped, willing the lump in his throat to go away.

"Umm…so does this mean that you and Eren are…" he trailed off, not entirely sure if he was capable of continuing that line of conversation. The older male sensed his embarrassment and finished the sentence for him.

"Fucking? Clearly," Levi deadpanned, making Armin sputter and flush for what seemed like the hundredth time that day. The blonde shook his head fervently; looking mortified but determined to ask his question. Levi crossed his arms and tapped his foot, signaling that he was growing rather impatient with the boy.

"N-no...I just want to know if you…do you…do you like Eren?" Armin asked, voice growing quieter with every word until Levi had to strain to hear him.

"…I wouldn't fuck someone that I didn't like," Levi quipped, not seeing where the blonde was going with this.

"But is that all he is to you? Someone to…d-do it with? Don't you care about him?" Armin stuttered, fumbling over the words but wearing a serious look on his delicate features.

"…I don't see how that's any of your business" Levi replied, narrowing his eyes and glaring holes into the younger male. Armin did not falter, however, fierce determination having set in.

"Eren's my best friend and I…I can't just sit idly by and let him get hurt…if you're just using him for sex…"

Levi held up a hand as a signal for Armin to shut up. "Stop right there. I don't need to hear a lecture from a stupid brat like you who knows nothing," Levi snarled, looking rather deadly in the glow of the afternoon sun spilling through Armin's window. The blonde shrank back a bit at the outburst and Levi's expression instantly softened. It was like kicking a puppy to yell at this kid. He heaved an exasperated sigh and rubbed his temples.

"If you really must know, no I'm not just using him for a fuck toy or whatever you're trying to imply, so just drop it," Levi practically commanded, and Armin took it as a sign that the older male was done talking and anymore questions were likely to be met with violence. He felt a bit better knowing that Levi didn't view Eren as just a good lay, but that didn't do much to ease the slight ache in his heart.

Levi, ever perceptive, sensed that there was something more behind Armin's genuine curiosity.

"What about you? What is your relationship with Eren?" he asked bluntly, not surprised when the blonde's cheeks turned pink at the personal question.

"We're best friends…" The words sounded correct coming from his mouth, so why did it hurt so much to say them?

"And are you satisfied with that?" Levi was clearly pushing the boy out of his comfort zone with the subject judging by the way he looked like he was going to pass out any second.

"I…I just want Eren to be happy, that's all that matters," Armin trailed off, voice barely above a whisper as he rubbed his arm sheepishly and looked at the ground. Levi regarded the blonde with a skeptical look. It was completely obvious that Armin harbored feelings stronger than mere friendship for Eren, but what could he possibly say? Oh sorry about that but I got to him first? No, perhaps it was best to just let sleeping dogs lie.

Suddenly an idea popped into his mind; one that could potentially have a somewhat happy ending for all parties involved. He wasn't entirely sure if Eren or Armin would even go along with such a scheme, but it was certainly worth a try.

"Well then if you want the brat to be happy I suggest you try talking to him instead of running every time you cross paths. In fact, I'll make it easy for you; I'll convince Eren to meet me somewhere and you two can hug it out or whatever, sound good?" Levi was practically staring holes into Armin, so how could the blonde possibly say no?

"A-alright…" Armin reluctantly agreed, "um, so where are we going to meet and when?"

"Tonight at ten o'clock on the dot, in my office, do not be late or you will regret it," Levi said ominously. Armin's eyes widened a bit at that.

"Um, but isn't that after lights out? Is it really okay to break the rules and be out so late without an excuse?" Armin asked tentatively, not wanting to upset the man but still wary of the unusual meeting time. Levi shot him an annoyed glare and Armin squeaked a bit in surprise.

"You'll be with me. I would think that counts as a valid excuse," Levi stated, turning to leave for real this time, and before Armin could say another word the Corporal was out the door. The blonde heaved a sigh of relief before glancing at the clock and cursing when he noticed that he'd missed meal time. Deciding that he would carry on like normal until the evening, Armin dressed in his training gear and headed out the door in hopes that he hadn't missed too much of the lesson; if anyone needed more combat training, it was him.

* * *

Later that evening, after training was over and after a long, relaxing soak in the tub (a luxury that not everyone had access to, but he was in good with the higher ups, so to speak) Eren was making his way back down to his secluded room in the basement when Levi spotted him in the halls. In no time at all the older male descended upon him, practically dragging him in the direction of his office with a firm grip on his arm.

Eren could only stare wide eyed in surprise at first before his expression relaxed and his lips curved into an impish grin.

"Been waiting for me?" he asked teasingly, his body already reacting in anticipation of what he hoped was coming soon. Levi remained silent, which was quite unusual; normally he would have a witty retort ready in response, but now he was quiet, seemingly concentrating on something as he threw open the door to his office with due haste, tossing Eren inside none too gently before entering himself.

The brunette was completely baffled at the Corporal's behavior. When he saw Levi quickly close the door behind them and lock it he gulped, fearing that somehow, even though he'd been away from the castle for the past few hours, he had invoked the wrath of the shorter male.

"Umm…did I do something wrong?" Eren asked, rubbing his neck in a nervous gesture and forcing out fake laughter in an attempt to lighten the mood. Levi's back was resting against the door, his hands behind his back. There was a predatory gleam in his steel grey eyes, the kind he usually got right before he would throw Eren against the nearest hard surface and fuck him senseless. The brunette could feel his arousal come to life as he stared back, ocean colored eyes taking on a feral look of their own.

"Yes, Eren, you screwed up big time," Levi growled, crossing the gap between them with a few quick strides before roughly grabbing Eren's chin and forcing the brunette to look at him. Despite the discomfort of his jaw being squeezed mercilessly Eren grinned at Levi mischievously, letting his hands wander behind to cup and knead the firm yet pliable cheeks of the older male's ass through those devilishly tight white pants. Without warning, Levi roughly crushed their lips together, the kiss rough and sensual and filled with want. The older male's grip loosened on Eren's jaw as he drew the brunette deeper into the kiss, lingering until he was forced to come up for air.

"Might I ask what I did this time, Corporal?" Eren asked feigning ignorance, voice hoarse and raspy from the lack of air. He immediately dipped down to attack Levi's neck with rough nips, tugging at the man's cravat until it came loose, exposing the pale flesh underneath. The brunette trailed his tongue along Levi's pulse, stopping to suck roughly and leaving an angry red mark in his wake. Meanwhile his hands drifted around to massage the sensitive flesh of Levi's inner thigh.

"You made me wait" Levi groaned out, growling low in his throat as Eren teased all the right places to drive him completely mad with desire. Not one to sit idly by, he returned the attention by sneaking his hand beneath the fabric of Eren's thin cotton shirt, raking his nails across the lightly tanned skin of his abdomen and making the teen shudder from the sensation. Eren chuckled, amused and more than a little turned on by Levi's eagerness. It was usually he who approached the older male first, making Levi roll his eyes and mumble about horny teenagers.

Judging by the way he began to grind his hips against Eren's that was most certainly not the case this time. The brunette groaned loudly at the feeling of their growing erections being ground together roughly, creating a wonderful friction.

"You want me to skip my training to satisfy you? Isn't that a little irresponsible?" Eren mused, taking one of Levi's earlobes between his teeth and tugging playfully. Levi snorted in response before leaning in so close to Eren's ear that he could feel the warm humidity of the older male's breath.

"You're mine, dog, and I'll be the one to train you," his voice was low and seductive and it stirred something primal within the brunette, making him lose what little was left of his self restraint. It was only when the back of his legs hit the edge of Levi's desk did he realize that the older male had been slowly advancing on him the entire time.

Before he knew it he was pushed back onto the hard wood surface with Levi hovering over him, the slightest hint of a smile on his lips as a few strands of his raven hair fell in front of his face, tickling Eren's nose. He was pleased that neither he nor Eren were currently wearing jackets or maneuver gear, eliminating a few of the barriers between them. Satisfied with the brunette's current position, Levi sat upright until he was straddling Eren's hips and staring deep into those captivating teal eyes that looked back at him with yearning.

"Oi Eren, do you want to fuck me?" he asked nonchalantly as if he were asking the brunette whether he wanted a cup of tea or not. It was highly amusing to see Eren's eyes widen to comical proportions as the words sunk in.

"Are you seriously asking me that? You've only let me try it once and afterwards you kicked the shit out of me and wouldn't let me touch you for a week," Eren recalled the incident in excruciating detail. He'd gotten a little overzealous when he'd entered Levi for the first time and unintentionally caused him a great deal of pain. If the older male was willing to try again, however, Eren certainly wasn't going to complain.

"Last time you were an impatient brat. That will not happen this time because I'm taking the lead," Levi stated, grinding his ass against Eren's still clothed erection and eliciting a low moan from the brunette. Something about the way Levi promised to take control drove Eren crazy. Perhaps he did have somewhat of a masochistic streak after all.

"But first I want you to prove that you deserve it."

Levi ceased teasing Eren's hardened cock and crawled upwards until his knees rested on either side of the brunette's head. It was obvious what the older male was implying, and the brunette grinned up at him mischievously. There was something oddly arousing about having Levi's cock in his mouth; the salty yet bitter taste of pre-cum on his tongue, the way that Levi would thrust into his mouth mercilessly, the way he could make the older male come completely undone with his tongue alone.

Eren grabbed hold of Levi's hips to keep him still while he used to his mouth to undo the older male's pants. Rather skilled at the task, Eren wasted no time in pulling the button out of its fabric holder, successfully popping it open. Grasping the metal zipper between his teeth, the brunette slowly, teasingly pulled it downwards, hot breath ghosting across Levi's still clothed erection and making the older male bite his lip to stifle a moan. Eren grinned and gripped the thin black fabric of Levi's underwear between his teeth, tugging until his erection was freed.

Once Levi's cock was exposed to the cool night air Eren wasted no time in getting started, flicking his tongue across the tip teasingly, eagerly lapping up the clear beads of pre-cum that had formed there. Levi grit his teeth in response, growing impatient at the youth's agonizingly slow pace. Eren lavished the length of his shaft with long, slow licks that made Levi tremble in pleasure. Not satisfied with the contact, Levi threaded his fingers through Eren's messy brown locks before tugging hard, making the brunette wince in pain.

"Stop fucking around and suck it, brat" his voice was a husky growl as he pressed the head of his cock against Eren's lips impatiently. The brunette obeyed, parting his lips and taking in the majority of the shaft with ease, letting it slide into his mouth until the tip hit the back of his throat. Luckily he'd learned to suppress his gag reflex long ago and he pushed the remaining amount into his mouth until Levi was fully engulfed in that warm, velvet heat. For the first time that night the older male let a moan pass his lips as he watched Eren take all of him until his nose was buried in the neatly trimmed patch of black above his cock.

The teen rested his hands on Levi's inner thighs for leverage, lightly raking his nails across the sensitive flesh as he began to bob his head up and down, sucking hard and using his tongue in the most wonderful of ways. As stoic and uncaring as Levi pretended to be, he was powerless to stop himself from trembling with pleasure. It was so incredibly arousing to see Eren with his mouth full of cock, and he let out a shaky exhale as he felt a familiar pressure build within. If he didn't stop now he was going to lose it, and as hot as it would be to see the brunette struggle to swallow all that Levi had to give him, it was far too soon to finish and he reluctantly pulled himself out of Eren's mouth, a long, thin string of saliva following from the tip of his cock.

Eren panted a bit, finally able to breathe through his mouth. His own cock was now painfully hard and straining against his pants, poking Levi in the backside suggestively. The raven haired male sat upright and pressed back against it, his pants falling down over his hips and ass now that they were undone. Deciding to return the teasing, he began to slowly unbutton the front of his shirt, chewing on his lip and staring straight into Eren's eyes. Those gorgeous eyes the color of the ocean, the kind he could look into forever, the kind that if he lingered too long gazing into their depths he would drown.

Not one for sappy shit during sex Levi pushed the thoughts to the back of his mind, finally reaching the last button and shrugging his shirt down over his broad shoulders, letting it fall before tossing it aside to some unknown location. Eren's expression softened when he looked at Levi's bare chest, a sight he had only seen a handful of times. Normally he was the one being stripped, Levi remaining fully clothed save for his unzipped pants and pushed down underwear. His eyes were immediately drawn to the horizontal marks forever imprinted upon his lover's flesh from the tightness of his maneuver gear, a constant reminder of past battles and comrades lost. Eren traced the lines marring that beautiful pale skin with the pads of his fingertips, caressing the scarred flesh gently in a sudden display of affection.

Levi's skin tingled a bit where Eren had touched, and he grasped the brunette's wrist unexpectedly, bringing the nimble fingers up to his mouth. After making sure that there was not a speck of dirt beneath the stubby fingernails he flicked his tongue across Eren's index and middle fingers teasingly before taking the digits into his mouth. Ocean colored eyes widened considerably as Eren took in the unbelievably erotic sight before him. Normally Levi would refuse to put anything he deemed "unsanitary" into his mouth, and although Eren's hands were clean from the bath he was caught off guard at the sudden uncharacteristic action.

He'd never really experienced the way Levi's mouth felt on any part of his body, but if the way he lavished his tongue across Eren's fingers were any indication it was sure to be heavenly. He whined a bit in disappointment when Levi pulled them out, a thin string of saliva trailing behind. Eren was still in shock as he watched Levi kick off his boots and quickly shuck his pants and underwear without a word. The brunette honestly didn't know how much more he could take; he was as hard as he had ever been, his heart was racing a mile a minute and he struggled to keep it together. As much as he wanted to pin Levi underneath him and take him right then and there he knew that it would be a lot less painful for them both to wait until the older male was ready.

The second he thought that he'd finally regained composure it was quickly tossed out the window when Levi repositioned himself so that his back was facing Eren. The brunette's breaking point came when the older male took it a step further, positioning himself on his hands and knees so that his bare ass was in full view, cock hanging flushed and weeping between his legs. Levi peered around behind himself, taking in Eren's reaction.

Noticing the brunette's stunned silence, Levi scoffed, growing impatient. "What are you waiting for? Do something, shitty brat." His irritated tone seemed to snap Eren out of his stupor and he brought his non wet hand up to cup and knead Levi's ass, spreading him slightly and groaning at the beautiful sight of the Corporal, _his Corporal,_ open and vulnerable before him. Suddenly, the reason that Levi had slicked his fingers with saliva became clear.

"Do…do you want me to…put my fingers in?" Eren asked in a shaky voice, trying his best to keep his sanity. Levi looked away from Eren, and if he hadn't known any better the brunette would have suspected that the older male was embarrassed to answer.

"…isn't that what you're supposed to do? This way when you ram your dick into me it won't hurt, right?"

Eren couldn't help but chuckle at the Corporal's bluntness. It was just like him to get straight to the point. Feeling the saliva on his fingers begin to dry, Eren brought his hand up to Levi's ass, using his other hand to spread him so that his entrance was visible. He circled the tight ring of muscle with his index finger, lubricating it a bit with the clear liquid.

"It'll help some, but it's still going to hurt at first, no matter what," he stated matter of factly as he gently pushed the tip of his finger inside, working it further in slowly until it was past the knuckle. Levi's breath hitched at the feeling and the muscles around Eren's finger tightened considerably; it was a sensation that he'd never gotten used to, mainly because he'd only tried it once before, and that was with something much bigger. He'd been stupid and hasty and skipped this part before, instantly regretting it when Eren entered him, his virgin ass completely unprepared for the intrusion.

"Relax, I can't do anything when you're clamped down like that," Eren stated, and Levi reluctantly complied, taking a deep breath and forcing his muscles to loosen a bit. The brunette wriggled his finger a bit in response, attempting to stretch the passage enough to slip in a second finger. Once he was satisfied he decided that it would be best to give his lover a head's up as to what was coming next.

"I'm putting another finger in now, so stay relaxed or it might hurt a little."

Levi bit his lip as he felt the next digit prod his entrance before sliding in, this time much easier than the first. Eren immediately began making a scissoring motion inside of the tight passage, and Levi couldn't get over how incredibly odd it felt. Odd, but not unpleasant. He did his best to keep himself quiet, not wanting to give Eren the satisfaction of hearing him moan like a wanton whore. The brunette may be completely shameless during sex, but he most certainly would not lose his composure.

"Let me hear you, Corporal. I want to make you feel good."

Just as he finished his sentence, Eren brushed against something inside of him, something that sent jolts of pleasure shooting up his spine, eliciting a strangled cry from the usually cool and collected male.

"Looks like I found it," Eren mused as he curled his fingers upwards and rubbed against the spot once more, making Levi shudder in pleasure and bunch the fabric of Eren's pants in his hands. The brunette's cock twitched with every sound he heard spill from Levi's lips, mostly curses.

_Ah, he's so fucking tight…I want to fuck him so badly…_

When the older male began to move back against his fingers Eren grinned, rather satisfied with himself for reducing the stoic man to a shaky mess. Not wanting to cum from fingers alone, Levi pulled away.

"Enough," he managed to choke out before turning around to face Eren, steel grey eyes appearing glassy from lust. He straddled Eren's hips once again and hurriedly undid the button and zipper on his pants before yanking them down roughly and exposing the brunette's swollen cock to the cool night air. Eren cried out shamelessly as Levi gave it a few quick pumps with his hand, his fingers getting thoroughly coated with pre-cum. He pulled his hand away, rubbing the slightly sticky fluid between his finger and thumb, eying the stringy consistency with interest.

Taking one look at the brunette told Levi that Eren had finally reached his limit and that he was practically begging for it with the pleading look in his eyes. Not wanting to give it up without a fight, Levi decided to push Eren just a bit further. He grasped the brunette's cock firmly and rubbed the sensitive tip against his entrance, teasing him mercilessly.

"Ahhh _fuck,_ I want to fuck you…." Eren whined, attempting to plunge himself into Levi by bucking his hips, disappointed when the older male moved just out of reach. Levi looked down at him with predatory eyes, as if he were a hunter about to devour his prey.

"Beg for it, dog" he replied in a low, commanding voice, squeezing Eren's cock for emphasis. Normally the brunette would have been offended by the name calling, but as of now all the blood had left his brain and traveled south.

"Ugh…let me fuck you, Corporal, _please,_ " he added the last word on grudgingly, his pride injured a bit, although it was hard to bring himself to really care when all he wanted was to be inside of the other male.

"Be more specific, brat. How do you want to fuck me?" Levi's voice was low, seductive and smooth as silk as he continued to shamelessly drive Eren mad with desire. The brunette's cheeks reddened a bit at the direct question.

"I want you to ride me…" he mumbled, suddenly becoming uncharacteristically shy and reserved as he averted his gaze from Levi, who arched a brow at the unusual behavior. He grabbed Eren's chin roughly, forcing the brunette to look at him once more.

"Sorry, didn't hear you, brat. Say it again."

All of Eren's shyness and modesty was immediately tossed out the window then.

Eyebrow twitching in annoyance, Eren sat up on his elbows and snarled like an untamed beast. "I said I want you to ride me. I want to feel you bouncing up and down on my cock while I watch, I want to fuck you hard and fast until you cum from my cock alone, and I'll blow my load inside of you, filling you up completely."

Levi gave him a condescending smirk. "Those are some brave words, Jaeger. We'll see if you can live up to them."

With that he held Eren's cock still with one hand as he slowly lowered himself down onto the tip, wincing a bit at the sudden burning sensation he felt as he was penetrated for the second time in his life. Eren practically melted as he felt himself be engulfed in the tight velvet heat of Levi's ass, and he fought back the overwhelming urge to buck up into the older male. Levi's breath hitched as he felt the majority of Eren's length slide into him, forcing himself to relax to lessen the pain. He raked his nails down the brunette's chest to distract himself, leaving angry red streaks along the lightly tanned flesh as he took the last of Eren's cock inside of him. Levi marveled at the fact that the youth was now fully seated within him, and that somehow he hadn't split in two from the impressive length and girth of his lover.

"Ahh _fuck,_ it feels way too good…"

Eren had been reduced to a panting, writhing mess beneath him, grasping the sides of the desk to steady himself as he experienced the utter bliss of being buried deep within the other male. Levi, who had made his lip bleed by biting it so hard, softened his expression and grabbed Eren's wrists, forcing him to loosen his death grip on the desk. The brunette looked up at him with a puzzled expression until Levi placed his partner's hands on either side of his hips, encouraging Eren to hold onto him for support. The younger male complied, firmly gripping Levi's narrow hips, glad that his nails were trimmed so that he wouldn't dig in to the sensitive skin, even though he absolutely loved it when Levi gripped him roughly during sex.

Levi's breaths were ragged and uneven as he tried to adjust to the feeling of being filled. He admired Eren's patience as the boy obediently sat still until Levi was ready for him to move. Once the raven haired male felt like he could continue on without breaking he leaned forward a bit, letting Eren's cock slide out of him until only the tip remained. The brunette whined a bit at the loss of the marvelous tightness around him, eyes glazed over with pleasure as he stared pleadingly at Levi to continue.

"Does it feel good inside of me, Eren?" he asked, voice low and husky. He braced himself by placing the palms of his hands against Eren's chest that was currently rising and falling in an unsteady rhythm. He awaited the teen's answer before he would continue.

"Fuck yes," Eren groaned out, gripping Levi's hips tightly, "I want more."

Satisfied with that answer, Levi obliged him and lowered himself on Eren's cock once more, this time actually beginning to enjoy that full feeling. Eren moaned loudly this time, not bothering to try and muffle his sounds. He loosed his grip on Levi's hips and let his hands wander south until he brushed against the supple flesh of Levi's inner thighs, rubbing the pad of his thumb across the double horizontal burn marks that matched the ones on his chest. He dared to look into those steel grey eyes once more, and the only thoughts going through his mind were of how beautiful Levi was despite his scars.

Before long Levi rose up once again, hovering a bit before coming back down and impaling himself on Eren's dick, over and over again until he built a steady pace, his own arousal bouncing up and down between them. The slick sounds of flesh hitting flesh echoed throughout the tiny office as Levi worked him almost expertly, his own breaths becoming ragged from exertion. Without warning he picked up the pace, slamming his hips down on Eren roughly again and again until the brunette was letting out a constant string of curses.

"Fuck, Levi, _fuck-"_ he choked out between gasps, and Levi inwardly congratulated himself on doing such a spectacular job. He moved his hips in a circular motion, gyrating them a bit and driving Eren completely up the wall. He wasn't surprised when the brunette lost all self control and thrust up into him with full force, pushing Levi forward as he buried himself deep within the older male. He repositioned himself so that he was sitting upright while still fully sheathed with Levi, who took the opportunity the wrap his legs around Eren's waist. After one particularly hard thrust Levi let out a muffled groan, burying his face in Eren's shoulder as he felt the younger male brush against that sensitive spot inside of him once again.

"T-there…right there…do that again…" his voice was barely audible, and had his face not been so near to Eren's ear he would not have picked up on it. Hearing Levi ask for such a thing stirred something deep within him, something bestial and fierce that was begging to take control. With a sudden burst of new found energy he placed his arms under Levi's legs for support before standing up, Levi clutching onto him to avoid falling to the floor. The raven haired male gave Eren a perplexed look, one eyebrow raised as he tried to ascertain the younger male's intentions.

"What the hell are you-" Levi was abruptly silenced when Eren crushed their lips together roughly, tracing his tongue along the older males mouth before taking his bottom lip between his teeth and tugging. A bit taken aback by Eren's sudden boldness, Levi didn't realize that they had been moving backwards until he felt the cool stone of the wall against his back, sending a slight shiver down his spine. Unbeknownst to him the brunette had intentionally pinned the older male up against the wall in a display of dominance, hoisting Levi's legs up to hook over his hips and driving into him full force.

Normally Levi would struggle against him for dominance, needing to be in control at all times. He was too far gone to care about that now, however, as Eren fucked him hard and fast and _he wanted,_ no,  _needed,_ more.

"Fuck me harder, Eren, give me everything you've got. Don't treat me like some fragile woman, fuck me until I bleed, until I can't walk anymore, I don't care, just fuck me harder and _make me feel alive,"_ he whispered harshly into Eren's ear, raking his nails across the incredibly sensitive skin of Eren's nape. Hanji had mentioned in passing one day that due to the fact that Eren was a titan shifter he may be extra sensitive in that area and might feel the need to protect it.

The brunette hissed at the sensation of every single nerve in his body being set on fire at the touch and then he completely lost control, the older male's provocative words urging him on. Levi was pleased when the youth did not disappoint him, fucking into him harder than ever, simultaneously biting down on Levi's shoulder hard enough to draw blood. The coppery taste flooded Eren's mouth, the smell of fresh blood invading his nostrils and awakening his baser titan instincts to taste a human. Luckily he was still aware of himself or he might have unwillingly transformed right then and there. He unlatched his teeth from the torn flesh and lapped at the crimson river that had begun to trickle down from the open wound.

The feeling of burying his cock inside of Levi's incredibly tight ass again and again was complete euphoria, and he wasn't sure how much longer he could stave off his impending orgasm. Levi reveled in the intense pain emanating from his shoulder, the combination of Eren slamming into him and his newly acquired injury making a cocktail of pleasure on a level that he'd never experienced before. Judging by the way Eren's legs were shaking and the quick, erratic pace of his thrusts, the brunette was close to his climax. Levi's eyes narrowed and he grabbed Eren by the throat, not hard enough to choke him but firm enough to get the boy's attention.

"You'd better not fucking finish yet, brat. I'm still waiting for you to make me cum from your cock alone, remember?" his growled out, voice hoarse and raspy. Eren's teal eyes, now glazed over with lust, widened for a second before narrowing to deadly looking slits. The smell of blood, sweat and sex was overwhelming him, and Levi's words urged him on as he slammed the older male against the wall violently and pulled his cock out to the tip, adjusting his angle a bit before plunging in once more, this time hitting Levi's prostate head on and making the older male cry out than he ever had before.

Satisfied with his lover's reaction, Eren continued to slam the head of his cock into Levi's sweet spot over and over again until the normally impassive, stoic man was reduced to a panting, trembling mess. Levi was barely holding his shit together, feeling a familiar pressure begin to build within him. He wanted to scream,  wanted to tear his hair out; it was too much, it felt too good, he needed release. Eren, sensing Levi nearing his orgasm, decided to have mercy and help push the older male over the edge without touching his neglected, weeping cock that was rubbing against the brunette's abdomen and smearing it with clear liquid.

"You're going to cum for me, Levi. I'll make you remember this night for the rest of your life," Eren emphasized his point by grabbing Levi's chin roughly and bringing their lips together. It was no romantic, gentle kiss; it was a dominant, needy kiss that sent searing heat coursing through Levi's veins. He gasped despite himself and Eren took the opportunity to slip his tongue inside of the older male's mouth, and although Levi found it utterly disgusting (especially since he could taste his own blood mixed with Eren's saliva) he did not fight it. The combined sensations flooding his senses were too much, and he danced dangerously close to the edge of his climax.

With one more push of Eren's cock against his sweet spot, Levi let out an uninhibited moan into the brunette's mouth as he felt his orgasm hit him like a crashing wave. He arched his back away from the wall and ground down against Eren's impossibly hard length as he came hard, thick strands of pearly white cum shooting from the tip of his pulsating cock, coating both of their stomachs thoroughly with the warm liquid.

" _Eren…"_ it was a breathless whisper, barely audible above the sound of their love making, but the brunette caught it nonetheless. His hips stuttered as he felt Levi tighten around him from his intense orgasm, and he knew that he could fight it no longer. As he felt his partner's cum coat his stomach he thrust deeply into Levi one last time, completely burying himself within the tight heat of his ass as he lost all control.

"Ahhh… _fuck, Levi,_ I can't stop..." he groaned out weakly as he felt himself cumming, cock throbbing as jets of white hot semen shot out from the tip, filling Levi to the brim with ease. The raven haired male, already spent and barely coherent, did not protest as he felt himself being claimed, the warm sensation of Eren's cum inside of him sending tingles up his spine along with the aftershocks of his orgasm.

Panting heavily, Eren felt his legs turn to jelly and he slowly slid down the wall, Levi still clinging to him weakly, until both of them collapsed into a boneless heap on the floor. The brunette rested his head on Levi's uninjured shoulder for support. They stayed that way for a while, both of them completely still as they struggled to catch their breaths. Eren was the first to stir, sitting back far enough that he could take in the sight of a post-coital Corporal. It was a beautiful sight, indeed; slightly parted lips, tousled black hair that stuck to his forehead due to the light sheen of sweat on his brow, streaks of cum marring his lovely pale skin and glistening.

Perhaps the most captivating thing about him in that moment was the glazed over look in those lovely steel grey eyes that seemed to shine almost luminescent in the moonlight streaming in from the tiny window. The corners of Eren's mouth curved upwards into an impish grin as he felt Levi untangle his legs from around his waist, and the older male narrowed his eyes upon noticing the smug look the brunette had plastered across his stupid face.

"Tch, don't look so fucking pleased with yourself, idiot," Levi snapped, frowning at the gross feeling of semen coating his stomach.

Not wanting to waste anything Levi had given him, Eren trailed his finger through the bit of cum that had landed on his own stomach and brought it to his mouth, lapping at the pearly white liquid with his tongue and relishing the taste that was distinctly Levi. Wanting more, he moved to clean up Levi as well, lavishing the older male's stomach with his tongue and dipping it down into his shallow belly button to collect what had settled there. He eagerly lapped up every single drop, and Levi let him, running his hands through Eren's messy brown hair as if rewarding a loyal dog.

Feeling a wave of exhaustion wash over him, Levi repositioned himself so that he was laying across Eren's lap, his back resting against the brunette's chest. Eren smiled at the uncharacteristically adorable sight, running his hands through Levi's raven locks affectionately. As he glanced over Levi's muscular body his eyes were drawn to a thin trail of pinkish red coming from the older male's ass, giving the brunette pause.

_That must be…blood mixed with…_

Regretting hurting his lover but also intrigued at the sight, Eren decided to investigate further by secretly slipping a finger between Levi's cheeks and probing the now used and slightly stretched ring of muscle between them. He pushed the digit in to the knuckle, wriggling it around a bit and dodging a punch to the jaw before withdrawing his finger and watching a mixture of blood of cum trickle out of Levi's ass slowly, making his spent cock twitch a bit in excitement.

_There's so much…I already want to fuck him again…_

While the brunette was lost in his lewd thoughts, Levi roughly shoved Eren away, too tired to try punching him again and settling for giving him a particularly nasty look instead.

He knew he shouldn't have challenged Eren to make him orgasm from penetration alone, knowing that the brunette was not one to give up easily. How was he ever going to live this down?

He grimaced a bit as he felt the trails of saliva that Eren had left behind begin to cool and dry on his skin. The brunette snickered at the adorable way Levi crinkled his nose when he saw something gross. As the raven haired male was about to tell Eren to shove it right up his ass a faint knock came from the door to his office and Levi stiffened. Eren froze to the spot, smile fading when he heard the sound that meant that they were not alone. Levi suddenly remembered the meeting that he had scheduled with Armin and heaved a tired sigh.

_Oh yeah, that. I almost forgot._

Levi glanced up at the clock behind his desk, noticing that it was 10:00 p.m. on the dot, and that the visitor could be none other than the blonde teen.

"Umm, Corporal Levi sir, I'm here like you wanted…" came a quiet, timid voice from behind the solid oak door. Eren's eyes grew to the size of dinner plates upon recognizing who exactly the voice belonged to. He laid down Levi carefully, getting to his feet and hastily stuffing himself back into his underwear and pants, zipping and buttoning them in record time before straightening his shirt and running a hand through his hair.

"Armin? What is he doing here? Did you agree to meet him or something?" Eren asked, whispering so that the blonde wouldn't hear. Levi slowly rose to his feet, muscles screaming in protest. His legs wobbled a bit beneath him as he supported himself against the wall, wincing when he felt the throbbing pain of his shoulder wound return tenfold.

"Yes, I agreed to meet with Arlert under the pretense of forcing you brats to kiss and make up," he replied, biting sarcasm ever present. Eren looked completely baffled by the statement.

"If you were expecting him then why-" he was cut off with a searing glare from Levi, who was struggling to walk without limping as he searched the office for his discarded clothing. Eren rubbed the back of his neck sheepishly, averting his eyes in shame.

"Sorry…I guess I got a little carried away…"

Another knock, this time louder, came at the door and Eren jumped a bit at the sudden noise.

"Um…are you alright in there, Corporal? I thought I heard groaning earlier…are you hurt?"

Levi rolled his eyes and Eren immediately felt guilty because Levi _was_ hurt, and it was all because of him. Not that the older male hadn't asked for it….

"I'm fine, Arlert, just a minute and I'll open the door," he called out, cursing his voice for sounding so tired and cracked. The last thing he expected was for the door to slowly open despite his statement, revealing a rather concerned looking blonde.

His concern was quickly replaced with embarrassment, however, when he took in the sight before him.


	4. Chapter 4

**Notes for the Chapter:**

> OMG I feel like it's been ages since I've gotten to sit down and write. Last weekend I was in San Antonio at a Veterinary Conference from Friday-Sunday so I had no time to write, then this weekend I went out with some friends at school and spent some alone time with my boyfriend. Not to mention every Monday and Wednesday I have to run lab work and prep dogs for spay/neuter surgery, so I've been busy! I finally finished this fic, and I spent a lot of time trying to make it good, so I really hope you enjoy!
> 
> Please read and review, and don't forget to follow me on tumblr if you haven't already! My url is www. azshalade .tumblr .com without the spaces.

Armin really didn't know why he had been cursed with such horrible timing lately. Just what exactly had he done to piss off the powers that be so much that he now found himself in the most awkward of situations once again? The only difference this time was that he was not concealed in the shadows observing from a distance. No, this time he had been foolish enough to walk right in on an…intimate moment between his best friend and superior officer.

Perhaps if he hadn't been so utterly exhausted from being forced to run laps as punishment for his tardiness at that day's training session he would have realized that the groans and seemingly pained noises that he'd heard coming from inside of Corporal Levi's office were not what he'd assumed. Maybe if he'd given a little more thought to his actions he wouldn't have just barged in expecting to find an injured or otherwise compromised Corporal.

It hadn't been an immediate realization; at first he'd only seen Eren, surprisingly fully clothed, staring at him with wide sea green eyes. Upon closer inspection, however, Armin could see the evidence of foul play (foreplay?) written all over his friend's face. Tousled hair, forehead glistening with sweat, dilated pupils, a light shade of pink tinting his cheeks, slightly bruised lips and ragged breathing. Unless Eren had just finished running a marathon it was quite obvious what the brunette had been up to in his Corporal's office.

The blonde had caught a quick glimpse of Levi, who he could have sworn was pantless only seconds before, leaning against the far wall of his office, arms folded and wearing a rather intimidating scowl on his face. Raven locks clung to the sides of face due to the light sheen of sweat on his almost porcelain skin, and he too was breathing much too heavily for someone who hadn't been participating in some rather vigorous exercise. His silver eyes were glassy, and his pants were only buttoned halfway. Not to mention the suspicious red stain beginning to pool underneath the thin white fabric of his shirt.

After the initial shock wore off, Armin quickly reacted by flushing bright red and immediately attempting to retreat back out the door.

"S-sorry! I'm so sorry I didn't mean to…I just…I'll leave now…" he sputtered, barely able to form words let alone a coherent sentence. As he began to pull the door closed behind him one more, he was startled to find a hand gripping the edge of the door (rather strongly), preventing him from shutting it all the way. In his split second of hesitation Armin's grip weakened and the door was pulled from his grasp to reveal a very flustered looking Eren.

"Armin, wait! I can explain…I…" he fumbled over the words, struggling to look the blonde in the eye as a light shade of pink dusted his cheeks. It wasn't very often that Eren got embarrassed, so Armin's suspicions were practically confirmed right then and there.

"It's ok, Eren…I shouldn't have come in without knocking…I'll just leave you two alone…" Armin reassured him, although the trembling in his voice did little to convince his childhood friend. As he made to back away from the door, however, he felt Eren roughly grasp his wrist, preventing him from moving.

"No! I won't let you run away again, Armin! You've been avoiding me all day, and I want to know why," Eren half scolded, half pleaded with him. Those gorgeous expressive green eyes seemed to look into the deepest part of him without even trying, breaking past his defenses without so much as a warning. The blonde regarded him with a sympathetic look, guilt beginning to set in from having isolated his dearest friend because he was too weak to admit what he'd done. Sighing, he stepped over the threshold and into the room, closing the door behind him and leaning against it for support. Once Eren saw that Armin had no intention of bailing on him again he released his friend's fragile wrist, frowning when he saw that he'd left angry red marks in his wake.

After taking a deep breath and letting it out through his nose, Armin finally relented and decided that now was the time to come clean.

"I've been avoiding you because…" he hesitated, biting his lip and glancing back at Levi, who was now sitting at his desk, bare feet propped up on the corner as he watched the exchange with feigned interest. When Armin's eyes met his he simply gave a curt nod, urging him to continue. Armin swallowed hard, trying to clear the lump that formed in his throat.

"Because…the other night when I was walking back from Hanji's lab I accidentally…happened to see you and the Corporal…in the lecture hall…." He trailed off, certain that even Eren, who was normally completely clueless, could understand the implications of his statement. Eren's eyes soon widened in realization after putting the pieces into place. He could feel his ears burning as the rest of his face and neck began to turn an even darker shade of red. He fidgeted a bit on the spot, biting his lip and rubbing the back of his neck sheepishly.

"Oh…you mean you saw us while we were…" the brunette struggled to finish the sentence, happy when Armin nodded in understanding so that he didn't have to elaborate. The blonde shuffled his feet a bit, wishing that he could just somehow phase through solid oak and magically end up on the other side of the door.

"Oh," was all Eren could think to say. After a few agonizing seconds of tense silence between the two teenagers, Levi let out an audible sigh and crossed his arms, face impassive as always.

"So now that the cats out of the bag, so to speak, can you two brats come to some kind of mutual understanding and get the hell out of my office?" Levi's tone may have sounded harsh, but he was not one to beat around the bush, and it was nearly eleven already, and he was fucking tired and sore and in no mood to hear anymore drama.

Eren sent Levi a furtive glance than conveyed his displeasure with the older male's bluntness before turning back to face Armin, forcing a tiny smile in an effort to make his friend feel more comfortable. Armin's expression softened a bit and he returned the smile with a genuine one.

"You didn't have to avoid me because of that, dummy. You could have just told me," Eren said warmly, stepping closer to his friend and extending a hand as a sort of peace treaty. Armin nodded and placed his hand into Eren's, tears welling up in the corners of his sapphire eyes.

"Yeah, I guess. I'm sorry I kept running away…I just didn't want you to think I was…weird or something for…sticking around to…watch…" Armin's voice grew quieter with every word as his cheeks grew more and more rosy. Eren obviously hadn't been expecting the last little tidbit, judging by the confused look he was giving the blonde.

"Oh…you mean…you saw…everything?" Eren asked timidly, wringing his hands a bit and averting his eyes in shame. Armin simply nodded, and he nearly jumped out of his skin when he heard Levi scoff in the background.

"Looks like all of your dirty little secrets are out, shitty brat. I told you it was a bad idea to fuck in front of a big ass window," Levi quipped, rising from his chair and stretching almost like a cat to relieve his sore muscles. Eren shot him a smoldering glare and the older male shrugged in indifference before planting his ass on the desk and turning his attention to Armin, who shrank back a bit under the Corporal's gaze.

"And you, quit playing the whole 'innocent bystander' card. You could have left, or ratted us out, but instead you stuck around and had a little _personal time_ in the bushes while you watched," Levi accused him without mercy, and by the time he was finished the blonde was a deep crimson and was hiding his face in his hands. Eren spun around quickly to face the older male, absolutely livid.

"Stop embarrassing him! How do you even know that he was doing something like that without seeing it for yourself?"

"I didn't, I just had my suspicions. Judging by the way he's reacting, however, I'd say I hit the nail on the head," Levi stated matter of factly, leaning back on his hands to watch the blonde squirm. Eren's expression turned from angry to concerned, and he pulled Armin's hands away from his face to make sure that his friend wasn't about to pass out from sheer embarrassment. He was thankfully still conscious, but his eyes were squeezed shut and his entire body was rigid as he froze to the spot.

"I-I'm sorry, Eren. I shouldn't have invaded your privacy like that…" he hastily blurted out, head hung low in defeat as he slumped forward. Eren hated the way Armin looked when he was about to cry;so very, very pitiful, pouting lips and welled up eyes, looking like a lost kitten.

"It's not your fault. I should have been more…discreet about things. I'm sorry I put you in that position…" he apologized profusely before pulling his friend into an uncharacteristically gentle embrace that caused the blonde to stiffen and inhale sharply in surprise. It was a mistake to breathe through his nose; his head was resting in the crook of Eren's shoulder, which meant that he was close enough to smell the brunette. The distinct scent of sweat, musk and clean clothing invaded his senses, overwhelming him. Eren certainly didn't smell bad; it was a unique scent that Armin had gotten used to from being around his friend so long. He wondered if the Corporal smelled like Eren now, or vice versa.

It was comforting, but at the same time it was doing strange things to his body.

The fact that he knew exactly _why_ Eren was covered in sweat was certainly enough to arouse him; recalling just how incredible his friend looked when he was at the height of pleasure stirred something sinful inside of him. It didn't help that Eren was pressed up tightly against him, arms wrapped around his back and firm muscular chest lightly touching his own. He hesitantly returned the hug, careful not make contact _down there_ to conceal his growing erection.

_What kind of person gets a boner from a hug? I'm the worst. It just feels good to have him so close…_

He hadn't been paying attention, so when Eren tried to pull away from the hug he did not realize just how tight of a grip he had on the back of his friend's shirt. Eren raised an eyebrow in question and Armin quickly released him, rubbing the back of his neck and letting out a nervous chuckle.

"Ah, sorry, guess I got a little caught up in the moment," he mumbled the excuse, not daring to look into his friend's trusting eyes. Armin swore that by the time this day was over his face would be permanently scarlet.

"Are you sure you're alright, Armin? Why don't you sit down for a while?" Eren gestured to the plush looking couch on the far side of the office (the one that Levi rarely let anyone sit on besides Erwin and himself because fuck other people and their sweaty asses). The blonde regarded the piece of furniture with an apprehensive look. It wasn't that he was afraid of the couch itself; it was that he was reluctant to move at the moment due to the growing problem between his legs. He cursed his mind for constantly flickering images of Eren in various positions, naked and waiting.

"I'm fine, really…I probably just need to get some sleep, so uh…I should go…to bed…in my bed…in my room…yeah…" Armin fumbled over the words, struggling to maintain composure as Eren grew more and more suspicious of his behavior. The blonde hadn't noticed Levi approaching them until was too late; before he had time to think Levi had grabbed him roughly by the arm and began dragging him in the direction of the couch. As Eren started to protest he was quickly silenced when the older male practically tossed Armin onto the couch, causing the blonde to squeak with surprise as he landed square on his ass on one of the plush cushions. Thankfully the couch was deep and plush and it broke his fall, saving him an injured tailbone.

As per usual, Eren rushed immediately to Armin's side, ensuring that he was alright before shooting Levi his characteristic pissed off Jaeger stare, complete with furrowed eyebrows. Levi ignored him and crossed his arms, sighing and regarding Armin with an almost sympathetic look.

"Look, I'm fucking done with dancing around the issue. We are all present and accounted for, so I think that it's time for everything to come out into the open so that we can all get on with life," Levi stated firmly, cocking his hip and trying to look as serious as possible with a blood stained shirt and tousled hair. Eren scowled up at him, latent fury in his eyes.

"What the hell are you talking about? Armin already came clean, what else is there to tell?" Eren asked exasperatedly, flopping down next to Armin on the couch and crossing his arms. His sea green eyes were finally beginning to show his fatigue (he hadn't had a break since early that morning) and he stifled a yawn.

Armin squirmed in his seat at Levi's words; he had a feeling he knew exactly what the older male intended for the blonde to confess. There was no way in hell that Armin could ever say those words, however, and he looked away in shame, wishing that he was just about anywhere else right now; even battling titans would be less intimidating than the idea of telling his best friend his true feelings.

Levi pinched the bridge of his nose and let out an irritated sigh; fucking brats, he'd never get to sleep at a decent hour at this rate.

"If you won't tell him, Arlert, then I will," Levi ignored the mortified look on Armin's face and shifted his gaze toward Eren, who looked more than a little confused. The blonde refused to look Levi in the eyes, and the older male took that as a sign that it was up to him to settle things.

"Shitty brat, I can't believe how completely fucking oblivious you are. It's completely fucking obvious to everyone else, and yet the supposed savior of humanity can't even pick up on it. I'm in no mood for eloquence, so I'm just going to put it in simple words that even a hopeless idiot like you can understand; the kid wants in your pants, wants your dick in his ass, or his dick in your ass, whatever gets him off."

Levi was certain that the look of sheer terror on Armin's face was close to the one he wore when facing down a group of ravenous titans; sapphire eyes wide as dinner plates, pale complexion and jaw slackened so that his mouth was gaping slightly. Eren's expression was equally amusing; his eyes were almost wider than Armin's, and he was looking at his best friend in sheer disbelief. Levi rolled his eyes; how could he have fallen for such a clueless brat?

Once the initial shock wore off, Armin's first instinct was to run and hide, and he immediately stood up from his place on the couch and moved to leave; as his luck would have it, however, Eren had been aware enough to grab his arm before he could get very far.

"Armin…is that true? Do you really…think of me that way?" the brunette asked incredulously, looking up at his friend from his spot on the couch. Armin cursed his luck, finally giving up and plopping back down onto the plush red cushions, sighing in defeat. It was time to stop running from his problems and face them like a man. He hesitated a moment before placing a shaking hand over the one Eren had grasping his arm, hoping that his friend wouldn't turn away in disgust.

With every last ounce of courage he could muster, Armin finally confessed.

"I…yes, it's true, Eren. I…I've always…l-liked you…ever since we were little…I've always looked up to you…and admired you…because of how brave you are, how you stood up to people who tried to keep us down, how you'd jump into the fire to save someone without hesitation…" he trailed off a bit, feeling tears begin to well up in the corner of his eyes. Eren's grip on his arm loosened but he did not pull away; Armin took that as a sign that his friend was at least willing to hear him out.

"I've always hated myself for being so weak…no matter how hard I try, I always seem to screw things up in the end…and when you saved me from being eaten that time, I just wanted to lay down and die…because I was weak and helpless, because I couldn't save you…it was stupid, I know, to want to throw away the life you risked everything to save…but without you, I felt completely and utterly alone in the world…I figured, a world without Eren was a world that wasn't worth living in," his voice was trembling now due to the tears streaming down his face, and he fought back a sob, sniffling.

Levi felt the urge to vomit at the sentimental display, but managed to stay silent as he planted his rear on the arm of the couch closest to Eren. The brunette looked contemplative, lost in thought as he absentmindedly moved his hand from Armin's upper arm down to his knee in a supportive gesture.

"I know it's wrong…that I shouldn't feel this way about my childhood friend, especially when you already have someone special," the blonde looked at Levi as he said this, and the raven haired male regarded him with an impassive stare.

"Even though I know that it's hopeless…I've made a promise to myself to stay by your side, no matter what…whether it be as a friend or…something else, I don't care…I just need to be close to you, Eren, and if that means keeping my distance so that you can be happy with Levi, then I'll gladly do so. Just…please don't think any less of me now, Eren. If you left me behind I… I don't think I could stand it," he choked out a sob after finishing, fighting back more tears that threatened to fall.

A few awkward moments of silence passed between them, and Armin's stomach was doing somersaults. Was Eren angry with him? Disgusted? Was he going to get up and leave? Would Levi punish him physically for daring to look at Eren in such a way? He shuddered at the thought, suddenly feeling like a mouse in a lion's den.

His fears were unfounded, however, as he heard an amused sound coming from the brunette next to him. Turning towards the source of the sound in disbelief, Armin was surprised to see Eren laughing, not mocking laughter, but genuine, amused laughter.

"Armin, you make me sound like some kind of praise-worthy hero or something. Sorry to disappoint, but I'm just a shitty brat, as Levi would say," Eren said, green eyes gleaming as he gave the blonde an amused look.

"You are a hero…to me…" Armin whispered, not entirely sure whether Eren could hear him or not. It didn't matter, however, because in the next moment all thoughts ceased in his mind as Eren cupped his cheek, forcing the blonde to look at him as he spoke.

"Seriously, Armin, how dumb can you be?" the blonde winced at the insult, expecting to be belittled for his feelings. He should have known better, though. This was Eren, after all. The one who stood up for him when they were little, and always came back to him no matter what happened between them. The one person who risked life and limb (literally) to save him.

The one who was leaning over in his direction…bringing their faces closer and closer together…until their noses bumped and their lips were lightly brushing…

Armin froze to the spot, visibly stiffening as Eren pressed their lips together in a gentle, one sided kiss. He was oh so utterly and completely confused…and a little turned on…but mostly confused, and his heart was pounding out of control in his chest at the close proximity of the object of his affections. For some reason, Eren's eyes were closed, and Armin focused on how he'd never really noticed how long his friend's eyelashes were…

_Is this really happening?! Am I dreaming again? If so, it seems so incredibly real…his lips are a lot softer than I imagined…_

After a moment's hesitation, Armin visibly relaxed, closing his eyes and attempting to return the kiss despite his inexperience at all things romance. He didn't know why this was happening, but who was he to look a gift horse in the mouth, so to speak?

He was vaguely aware of the presence of Eren's hand on his inner thigh as he melted into the kiss, grasping the sleeve of Eren's shirt in desperation. Just as he grew accustomed to the feel of another's lips pressed against his own, however, Eren completely took him off-guard as he traced Armin's bottom lip with his tongue enticingly. The blonde unwittingly let out a low moan as he felt the warm, wet appendage begging for entrance. The brunette took the opportunity to slip his tongue past Armin's lips and teeth and into the moist heat of the blonde's mouth.

Armin was gripping Eren's sleeves for support as Eren plunged deeper into his mouth, exploring. Their teeth clicked together a few times, whether out of excitement or inexperience Armin couldn't be sure. After a few moments he dared to use his own tongue in a similar fashion, mimicking the brunette and timidly brushing against Eren's invading tongue before slipping past the brunette's own lips and entering his mouth, reveling in the sweet taste of his friend.

Meanwhile his lower region was stirring, coming to life from the heated passion and desperation of the kiss. When the need for oxygen overtook them, they reluctantly parted, pulling away from each other slowly. A thin string of saliva connected the two, and Armin's entire body felt like it had been set aflame. His blue eyes were slightly glazed over, and when he looked at Eren he saw that the brunette had been just as affected by the kiss; lips slightly parted, breathing ragged and eyes full of desire. He hadn't been expecting Eren's lips to curl upwards into an impish grin, however.

"Tch, how disgusting. I never saw the appeal in swapping saliva," Levi scoffed, staring with disinterest from his place on the arm of the couch. Armin nearly jumped out of his skin at the sound of the older male's voice; he had completely forgotten that Levi, Eren's _significant other_ , had been watching them the entire time. Without thinking he practically leapt up from the couch and bowed low in respect. When he spoke, his voice came out cracked and strained as if he were a child in the principal's office.

"I'm so sorry, sir! I didn't mean to…I mean…I know that you and Eren are…oh God I'm sorry…" he apologized profusely, not daring to look Levi in the eye for fear of being throttled right then and there. Levi regarded the pitiful display with mild interest, raising a brow in question at the dramatic apology.

"What are you apologizing for? The brat is always trying to pull that tongue shit with me, better for him to get it out of his system so I don't have to deal with it anymore," Levi scoffed, crossing his legs and brushing off an imaginary piece of dust he could have sworn he saw land on his shoulder. Armin had squeezed his eyes shut in anticipation of a blow, but pried them open when he heard Levi speak so calmly. He peered through a curtain of blonde hair, eying the Corporal suspiciously, expecting a beating at any moment. When none came, he reluctantly stood up straight once more and looked at the older male quizzically.

"Um…you mean you aren't angry that I kissed Eren?" he inquired carefully, watching his tone and making sure that he was as least offensive as possible. Levi simply waved him off, looking at Eren instead, who looked back with a playful gleam in his eyes, fighting back a smile. The older male rolled his silver eyes and sighed.

"Trust me, if I was angry, you would not still be standing there, Arlert. I was expecting as much after your little love confession," Levi said, amused. Eren, who had been uncharacteristically silent up till now, rose from his place on the couch and placed both hands on Armin's waist, taking the blonde completely by surprise and causing him to turn rigid as a board. In a sudden display of shamelessness, the brunette drew closer to his friend until their chests were pressed together and Armin could feel his warm breath ghosting across his cheek, making him flush red.

"Did you hear that, Armin? Levi doesn't mind if we…experiment a little, so...do you want to?" Eren purred, fucking _purred_ into his ear, and Armin had no idea how Levi could deal with this all day, every day without going insane. If he hadn't seen Eren's nymphomaniacial tendencies firsthand he never would have believed that his best friend could be so...horny. He was already painfully hard, and the blonde wasn't sure he would be able to resist if Eren pulled this in a public place…

"What…what do you mean?" Armin asked dumbly, not sure what else to say as Eren nipped at his earlobe, hands wandering lower until they rested on the blonde's ass, squeezing the firm cheeks lightly. Eren obviously didn't feel like answering as he trailed his tongue along the sensitive flesh of Armin's neck while simultaneously grinding his hips against the blonde, his growing erection pressing against his friend's and causing a delightful friction between them.

Armin couldn't think, not like this, not when Eren was doing all these things to him, all at the same time, driving him wild. He wasn't aware that he was being slowly pushed backwards until he felt the back of his knees hit the couch, causing him to fall onto the plush cushions, Eren landing on top of him, straddling his lap. The way they were currently positioned, Armin's hardness was pressing against Eren's backside, and the brunette grinned in satisfaction. The blonde flushed and looked away, embarrassed at his body reacting so quickly.

"Armin…do you want me?" Eren asked in a low, sultry voice, grinding his ass down against his friend's still clothed erection enticingly. His hands had somehow snuck beneath the fabric of Armin's shirt, and he ran his long, calloused fingers along the blonde's lean chest, mapping out his body for future reference. Somehow he managed to skillfully pop open every button of Armin's shirt without ripping it. He playfully pinched a nipple, and Armin inhaled sharply at the sensation, half painful and half pleasurable.

"I…ahh…" the blonde attempted to form words as he felt Eren's mouth attack his other nipple, swirling his tongue around the pink bud and causing it to harden. It didn't help that Eren was looking up at him with those gorgeous, expressive green eyes, begging him for permission to go further. He just couldn't fight it anymore, it was a losing battle.

"Yes…I do…" he choked out, gathering his courage and placing his hands on either side of Eren's face and pulling him into a rough, needy kiss. The moment was broken too soon, however, when Eren pulled away, looking at his friend with an expression that Armin had never seen before.

The look in Eren's eyes was almost…predatory. It reminded Armin of the way he looked when he transformed into a titan…

Without a word, Eren slid down off of the couch and nestled in between Armin's legs, hands resting on the blonde's inner thighs. The brunette could practically hear his friend's heart pounding a mile a minute, thudding against his chest as he realized just what Eren was intending to do. He was a virgin, true, but he wasn't ignorant about these kinds of things, especially after watching Levi and Eren's little…escapade the other night.

When he felt the button and zipper of his pants being undone, Armin stiffened considerably, not sure what to expect. He wanted it, God did he want it, but was it really ok to do this when Eren belonged to another? Before he had time to think on it further he felt his underwear tugged down roughly and without warning Eren reached inside to retrieve his aching cock. Armin gasped and arched into the touch, biting his lip to stifle a moan. He'd never felt anyone's touch down there besides his own, and it was a completely foreign sensation to him.

He blushed furiously when he noticed Eren staring at his now fully visible member. He'd gotten so worked up so quickly that he was already leaking a bit of pre-cum from the tip. Eren looked up at him and smirked, seemingly pleased with his findings. Before Armin could speak the brunette gave his cock a light squeeze and an experimental stroke, getting a feel for his friend's arousal.

"Ahh…stop…you don't have to…" was all the blonde managed to choke out, completely at the mercy of Eren, who ignored his protests and stroked him harder, wrapping his hand completely around the shaft. He couldn't contain the high pitched moan that escaped his lips as Eren took it a step further, leaning in and lapping at the tip of the blonde's cock, tasting the beads of clear liquid that had collected there.

"Mmm…you taste really sweet, Armin. I want more…"

Eren decided to start from the bottom, sucking on the blonde's sensitive sack before using that marvelous tongue to travel upwards, licking agonizingly slowly up along the shaft to the very tip, leaving a trail of saliva behind. Armin squeezed his eyes shut tight, not sure if he was ready to be seeing this kind of thing…it all seemed to be happening so fast. His breath caught in his chest as he felt Eren dip his tongue into the slit of his head, collecting whatever liquid that had pooled there.

He unintentionally whined a bit at the loss of contact when he felt Eren stop. When he felt a hand squeeze his chin he opened his eyes once more, looking into green orbs that were fixated on his own.

"I want you to look at me, Armin. I want to know that you actually want this and that I'm not just forcing you…" Eren trailed off, looking a little hurt that his friend had tried to shut him out. Armin immediately felt guilty, and he took both of Eren's hands in his own, looking his friend straight in the eye as he spoke.

"You're not forcing me, Eren. I want this, I'm just…" he looked away,ashamed, "I've never done this kind of thing before..."

Eren chuckled a bit, letting go of Armin's chin and planting a chaste kiss on his soft lips.

"It's ok, just let me lead…"

Their moment was interrupted by a crude snort from Levi, who despite feigning disinterest this entire time, had obviously been watching since he was facing their direction.

"Stop with the lovey dovey shit before I puke. Just suck him off already before he fucking explodes," Levi said, obviously growing impatient with the two. Eren just rolled his eyes and nodded in agreement, running the pad of his thumbs across Armin's lips in a loving gesture before dipping back down between his knees to continue where he'd left off.

Watching with anticipation, Armin nearly had a nosebleed as he saw Eren lick the tip of his cock once more, green eyes staring back at him as if asking for approval. The blonde instantly regretted not having watched earlier; Eren kneeling between his legs, worshiping his cock was the single most arousing thing he'd ever seen in his entire life. His dreams paled in comparison. When he nodded in approval of Eren's actions the brunette continued, opening his mouth wide to take in half of Armin's cock in one swift movement, making the blonde cry out.

The sensation of being buried in the warm, moist heat of Eren's mouth was almost too much for him to bear. The brunette paused a moment, gauging Armin's reaction before he continued, eyes fixed on the blonde. When Armin caught his breath, he looked down at Eren almost expectantly, waiting for something more…something even better. The brunette happily obliged him, suppressing his gag reflex and sliding the remainder of Armin's cock into his mouth, the tip hitting the back of his throat as he buried his nose into the bed of blonde curls at the base.

He had to admit, Armin was a lot bigger than he'd expected. He was a bit longer than Levi, but not quite as thick. It was impressive, especially for someone of his height and build. The owner of said impressive member was currently squirming above him, panting heavily and fighting back the urge to thrust deep into Eren's throat. Deciding that he'd stalled long enough, the brunette pulled back, letting a bit of Armin's cock slide out of his mouth as he used his tongue to lap at the tip, swirling around it and dipping into the slit. Without warning he once again took the entire length into his mouth, this time sucking hard and gripping onto Armin's inner thighs for support.

He continued to repeat the cycle; pull out slightly, lick and suck mercilessly before plunging the entire length into his mouth once again. Soon he'd set a steady pace, head bobbing up and down between his friend's legs as he worked his cock with enthusiasm. Armin was struggling to remain coherent as he watched the erotic display, Eren's eyes never leaving his own. He was shaking now, legs trembling and breaths ragged as he experienced an amount of pleasure he'd never even dreamed of. The way Eren's tongue lavished his entire length, the amazing suction he created that hollowed his cheeks from the force, the way his friend took all of him with ease; it was becoming too much for him to bear, and his senses were overwhelmed.

He was holding up rather well for someone who'd never had a blowjob, and Levi admired his self-restraint; not to mention that the sight of his lover devouring the blonde's cock as if he was starving to death was more than a little arousing. Eventually he had to uncross his legs to make room for his own semi-erect cock.

"Eren…if you don't stop soon I'm… _ahhhh_ …I'm not sure how much longer I can…" he fumbled over the words, moaning between them and chewing on his lip as he watched Eren pick up the pace despite his protests. His hands were constantly moving, first gripping his friend's jacket, then his own pants, then finally settling in Eren's hair, threading his fingers through the brown locks in affection. After a particularly hard suck, however, he accidentally gripped a handful of hair, pulling on it a bit as he shuddered with pleasure. He felt a familiar heat begin to pool in his groin as he drew closer and closer to the edge of his orgasm.

"Seriously, Eren, I don't think I'm going to last much longer…" he warned, pushing against Eren's shoulders in an effort to try and pry him off. The brunette simply smacked his hands away in response and continued, undaunted.

_Is he seriously expecting me to…in his mouth?_

Armin was too far gone to stop now, even if he wanted to; watching and feeling Eren sucking him off like his cock was made of candy was too much to handle. He settled for gripping onto Eren's shoulders for support, not bothering to push him away this time; instead he was pulling the brunette towards him, encouraging him to take him deeper, until Eren could barely breathe around him. His body went into overdrive, baser instincts taking over as he thrust up into that heavenly heat, practically throat fucking his best friend.

He wasn't one for cursing, but…

"Holy s-shit…it's too good…Eren, I'm…" he was abruptly cut off when Eren sucked him hard, and finally he was pushed over the edge and his entire body convulsed as he came, crying out as complete and utter ecstasy overtook him. He felt his cock pulsate, shooting jets of white hot cum down Eren's throat, which the brunette graciously swallowed, milking him dry. He couldn't help but clench his eyes shut tightly due to the sensory overload crashing over his body like a hurricane. Before Armin completely emptied himself, however, Eren pulled back so that the last bit of semen landed on the roof of his mouth instead so that he could get a good taste.

It was salty and a little bitter, but definitely not bad, and Eren made sure not to swallow the last mouthful, savoring it instead. Armin slumped back against the couch, breathing ragged as he struggled to regain composure. A light sheen of sweat had formed on his body, and he looked completely and utterly spent.

Eren wasn't quite finished with him, however, as he crawled up into the blonde's lap and squeezed his face hard with one hand, forcing his friend's mouth open as Armin looked up at him with eyes that were glassy from pleasure. Eren quickly descended upon him, opening his own mouth and letting the last bit of Armin's load mixed with his own saliva slide past his lips and into the blonde's mouth before crushing their mouths together and slipping his tongue inside. Armin was surprised to taste himself on Eren's lips and tongue, and he forced himself to swallow what he'd given the brunette just moments before. It was incredibly lewd, but also indescribably hot to share something so intimate with Eren. He didn't mind the taste (it was just like when he'd tried it the night before) so he swallowed the rest without protest.

When Eren finally pulled away for a breath he gave Armin a Cheshire smile, panting from exertion as he straddled his friend's lap. His form fitting pants did nothing to conceal the fact that Eren was more than a little aroused from the act, judging by the tent between his legs. He gave Armin a few gentle kisses on the forehead to comfort him during his downtime.

"I've always wanted to do that, you have no idea. Levi hates spit though," Eren mused, looking over at the older male and sticking his tongue out teasingly. Levi simply rolled his eyes, sliding off of the arm of the couch onto the end cushion, one away from Armin, eying his lover with a feral look. Eren smirked at him, letting a hand sneak over to rest between Levi's thighs.

"Feeling left out?" Eren teased, leaning over to kiss Levi's neck as he caressed that silky raven hair. Levi smacked his hand away before pulling his arm roughly, causing the brunette to fall across his lap, green eyes looking up into silver. Armin was still in a fog, but nonetheless he watched the exchange with interest, forgetting that his softening member was still out in the open.

"You little shit; you're such a fucking cock tease. I think it's time you get a taste of your own medicine, brat," he said, voice low and menacing. Eren only smiled, however, anticipating whatever Levi had in store for him. His own neglected cock twitched when Levi gave him _that_ look for the second time that night.

"Turn over and put your ass in the air, slut" Levi ordered half joking, and Eren immediately obeyed, not minding the nickname and getting on his knees on the middle cushion and bending down so that his face was hovering above Levi's crotch. Armin wasn't really expecting that, and his eyes widened as he watched Eren get into doggy style position, his firm yet nicely shaped ass easily showing through his tight white standard issue pants. There was the visible bulge between his legs as well, and Armin wondered if Eren had actually enjoyed swallowing…and sharing…

Levi slid a hand down to cup one round cheek, squeezing it roughly and making Eren mewl. One long, thin index finger wandered between the globes of the brunette's ass, tracing the line of his crack through the thin white material. If there was one thing that Levi thought was the most attractive of Eren's attributes, it was his damn fine ass. When he noticed the dumbfounded expression on Armin's face he couldn't help but smirk slightly.

"Don't just sit there like a dumbass, Arlert. You wanted to fuck him, right? Then get him ready," Levi ordered, and Armin couldn't believe what he was hearing. It took him a minute to register just what Levi had asked him to do. The older male turned his attention toward Eren and quickly undid his pants with one hand. Eren licked his lips in anticipation and took over, pulling Levi's fully erect cock out of his underwear and immediately lavishing it with his tongue. While Eren worked, Levi glanced back at Armin out of the corner of his eyes.

"What are you waiting for? Undress him," Levi ordered, growling low in his throat as he felt Eren take his cock into that filthy mouth of his. The brunette always got more and more impatient the more aroused he got, and he wasted no time in getting straight to business. Armin watched the two, jaw slackened in disbelief that they would go at it with him sitting right there. It didn't take long for the majority of his blood supply to rush south once again, however, and he decided not to fight it.

He moved over until he was kneeling behind Eren, blushing slightly at their position. He reached around his friend's waist reluctantly, fumbling for the button and zipper on the front of his pants. Eren did not protest, focusing all of his attention on sucking Levi off with gusto. After a minute of blindly feeling around Armin finally found the front of Eren's pants and tried to stop his hands from shaking as he unfastened them, letting them fall loose around the brunette's narrow hips. Eren made a noise of appreciation around the dick in his mouth before shimmying a bit and causing his pants to fall around his knees.

Armin stared at the pair of skin tight black briefs underneath hesitantly. Another look from Levi prompted him to take action, however, and he bit his lip as he hooked a couple of fingers beneath the elastic waistband before tugging them down gently until they rested around Eren's knees along with his pants. The blonde certainly got an eyeful then; the slightly rounded cheeks of Eren's ass were staring him straight in the face. His eyes traveled downward to catch a glimpse of Eren's weeping cock hanging swollen and neglected between his legs.

Armin scooted back slightly so that he could take in the glorious sight in its entirety; Eren, on his knees, cock shoved down his throat, ass in the air and practically begging to be fucked. Levi was making satisfied noises on his end, a few low groans and expletives escaping his lips every now and then. At one point Eren bent lower to get a better angle, and Armin bit his lip as he watched his friend's ass spread open ever so slightly. He timidly laid a slightly trembling hand on one of his cheeks, squeezing the supple flesh lightly. The brunette groaned low in his throat, which caused a delicious vibration around Levi's cock, making the older male hiss with pleasure.

Sensing the blonde's apprehension, Levi reached across Eren to grasp both cheeks of his ass firmly, kneading them roughly before spreading them apart, revealing the brunette's waiting hole. Eren made some kind of high pitched keen, but it was largely muffled.

"You're fucking shameless, you know that, Eren? You want his cock in your ass, don't you?" Eren nodded curtly before Levi continued, voice low and sultry as he grazed his teeth over Eren's shoulder, "Spread your legs, brat."

Eren eagerly complied, shifting his knees so that he was spread as wide as his position would allow. His cock was weeping now, hanging heavy between his legs. Armin wanted to touch him, to make the brunette feel as good as he had felt, to bring him to the height of ecstasy. Levi was growing impatient, however.

"Get on with it, Arlert. You can either ram it in dry or use your fingers and spit to make it hurt less, your choice," Levi groaned out, shoving Eren's head down onto his cock further, glad that he'd already came once that night and built up some endurance, because the brunette wasn't holding anything back.

Armin nodded, remembering this part from watching the two of them do this before. He would normally be questioning himself, asking if he really wanted to violate his friend like this, but with Levi urging him on and Eren completely submissive, it was nigh on impossible to resist. He looked around the room, searching for an oil lamp, figuring that oil might work better than saliva for lubrication. He spotted one on the corner of Levi's desk and thanked his good fortune that night. He quickly leapt up from the couch and disassembled the lamp to get at the oil inside, thoroughly coating both hands and all of his fingers in the slick liquid.

When he returned to the couch he wasted no time in spreading Eren open just enough to coat his opening with the oil. It was slightly warm from use, and the brunette groaned at the sensation of Armin massaging his ass and hole with it. Levi was impressed with the blonde's quick thinking, and made a mental note to keep oil lamps in his office from now on.

In a display of boldness, Armin yanked his friend's pants and underwear fully off of his legs and tossed them onto the floor, settling himself behind Eren and probing his entrance with one coated finger. He swallowed hard before pressing into the tight ring of muscle with his index finger, shocked at how warm and inviting Eren felt down there. He'd been worried about hurting the brunette, but judging by the way he was pushing back against the intrusion he was in no pain whatsoever.

Armin took that as his cue to continue, and he wriggled his finger a bit, exploring the inside as his cock twitched with excitement. If Eren was clamping down on him this much from just a finger, Armin couldn't imagine what it would be like to actually fuck him. When he felt that Eren was sufficiently stretched he added another finger, scissoring him a bit and delighting in the little noises the brunette was making around Levi's cock, and the way he swayed and pushed back against his hand. After adding one more finger, Armin could wait no longer; he needed to feel that warm tightness around his newly hardened length _now._

He positioned himself at Eren's entrance, rubbing against his hole teasingly.

"Are you sure you want to do this, Eren? You won't regret it, will you?" Armin asked timidly, using every last ounce of his self-restraint to keep from entering Eren right that second. He got his answer when Eren thrust back against him, plunging the blonde's cock inside of his ass without warning due to the excessive amount of lubrication. Armin moaned aloud shamelessly as he felt his cock being squeezed mercilessly by the warm tightness of his best friend's ass. It felt even better than his mouth, if that was possible.

"Oh my God, _Eren…_ " Armin cried out, gripping the brunette's hips as he buried himself completely inside of his ass. Eren finally let Levi's cock slide out of his mouth, and he let out a low groan as he was taken from behind by his best friend of more than ten years. It felt good, really good, and he was happy that Levi was open and confident enough to let his lover be fucked by someone else while he watched. The older male hadn't cum yet, but he was in no hurry.

Armin, however, seemed to frozen in place as he reveled in the feeling of being inside of another person. He struggled to breathe normally, and his grip on Eren's hips was getting tighter by the second. The brunette was ready for more, however, and he wasn't shy about voicing his desires.

" _Ahh,_ Armin, _move…"_ Eren begged, voice filled with desperation as he turned around as best he could to face the blonde. When Armin saw the pleading look in those beautiful sea green eyes he just couldn't say no, and he reluctantly pulled out to the tip, waiting a few seconds before thrusting back in roughly, groaning at the sensation. Eren moaned in approval, digging his nails into the fabric of the couch as Levi threaded his fingers through his soft brown locks, only to roughly grab and handful and yank him backwards. Eren yelped in pain, but as soon as Levi began attacking his neck with bites and licks he found himself moaning even louder.

Armin was completely lost in sensation, driving deep into Eren again and again, releasing his pent up lust with every thrust of his hips. Never in his wildest dreams could he have ever imagined his desires being fulfilled, his fantasies coming to life. He set a steady pace, using Eren's hips as leverage as he thrust in and out, over and over again, and Eren would meet his thrusts sometimes, driving himself back against the blonde's cock. There was only one thing he could think of that would make this moment even better…

"Eren… _ahhh…_ can I…I want to… _mmm_ …I want to s-see your face…" he groaned out between thrusts, fighting back the embarrassment of being so straightforward. Eren, who had been struggling to remain in control as he was fucked on one end and bitten on the other, rose up on his hands when he heard Armin's request, craning his neck so that he could peer around his body to see the blonde behind him. When he saw the look of pure desire and desperation on his friend's face, he smiled gently before pulling away, Armin's cock sliding out of him as he readjusted his position until he was facing the blonde, sitting back on his knees.

The blonde couldn't help but notice just how fucking beautiful Eren looked like that; hair disheveled, cheeks pink and chest heaving, cock standing at full attention between his spread legs.

Without a word he used both hands to gently push on Armin's shoulders, leaning his friend's back against the couch in a sitting position, and the blonde swung his legs over the edge until he was sitting upright, Eren straddling his waist. Without warning the brunette kissed him once more, and this time Armin knew what to expect, darting his tongue out to meet Eren's as they tangled together, fighting for dominance. While his mouth was occupied, Eren reached behind him to grasp Armin's slick cock, positioning it at his entrance once more.

Armin moaned deeply into the kiss as he felt Eren slowly, teasingly lower himself onto his cock, engulfing him in the tight heat once more. The blonde brought his hands up between them to slide up Eren's chest, mapping out his lean, muscular body. Eren pulled away from the kiss for air, placing his hands on either side of Armin's head to grasp the fabric of the couch behind him for leverage as he rose up until only the tip remained inside of him. He studied his friend's face, admiring the cute expression he was making as they fucked; cheeks pink, blonde hair frazzled and eyes half lidded with lust.

Needing more, Eren thrust back down hard, impaling himself onto the hard shaft until Armin was seated fully inside of him once more. The blonde made a series of whines, moans and groans as he sat back, helpless to resist.

Eren loved the way he was making the blonde lose all self-control, and he decided that now was the time to pull out all the stops. Thinking back to what made even the stoic, collected Corporal lose his shit, Eren grinned when he thought of just the thing to take it up a notch. After a deep breath he undulated a bit before rolling his hips, making sure to clench down on the hardened length inside of him as he did so.

" _Ahh, Eren…"_ Armin cried out, and he instinctively latched onto Eren's hips with his hands, bracing himself as the brunette drove him wild. Satisfied with the results, Eren repeated his actions, this time moaning aloud himself as he felt Armin's cock brush against that wonderfully sensitive spot inside of him. Wanting, no, _needing,_ more contact, Eren picked up the pace, this time rising up and lowering himself down at the same time he rolled his hips until he was practically bouncing up and down on Armin's cock.

The blonde was struggling to maintain composure as Eren worked him mercilessly. He was vaguely aware of Eren's cock rubbing against his stomach, and he reached between them to take the neglected length into his hand, pumping slightly. When Eren cried out he silently congratulated himself, not expecting the brunette to smack his hand away in response.

"Don't…I want to cum from just riding you…" Eren pleaded, his sentence interrupted with short, breathy gasps. Armin looked at him quizzically, but nodded in agreement and replaced his hands on their previous resting spot gripping Eren's hips.

He hadn't noticed Levi crawl over towards them until he saw the older male rise on his feet, presenting his still hardened length before Eren, pressing the tip against the brunette's lips.

"You're having way too much fun, brat. Don't forget who arranged this little meeting in the first place," he growled low in his throat, and Eren obliged him by lapping at the head of his lover's cock and cleaning up the pre-cum that had settled there. Armin watched intently, gasping in surprise when Eren used one hand to push his head down until his face was within centimeters of Levi's cock.

"You too. Let's do it together," Eren crooned, using his tongue to dip inside of the slit to collect the few drops he'd missed. Armin's cheeks flushed bright red yet he nodded in agreement, not wanting to disappoint his friend. He timidly stuck his tongue out, licking a small stripe along the side of the head, mimicking Eren's actions. Levi looked down at the show with approval, relishing the sight of not one, but two of his subordinates worshiping his cock.

Eren continued to ride Armin hard and fast, all the while lavishing Levi's entire length with his tongue, every once in a while touching the blonde's tongue with his own in the process. Eren once again surprised him when he pushed Armin's head down once more, forcing the head of Levi's cock into the blonde's mouth, nearly causing him to gag. Not entirely sure what to do next, Armin relied on Eren leading him, moving his head up and down on the hardened length. Levi refrained from thrusting too deeply into the blonde's mouth, wanting more contact but not relishing the idea of vomit all over his dick.

Eventually Levi drew back, sliding his cock out of Armin's mouth with pop. He used the bit of saliva remaining on his shaft to stroke himself as he watched Eren lose himself, desperately impaling his ass over and over onto Armin's dick.

Eren had reluctantly loosened his grip on the sides of Armin's head, bracing himself against the couch once more and digging his nails in, moaning loudly as he began to feel heat build within him, settling in his groin as he lifted himself up and thrust his hips back down hard, almost seeing stars as his Armin brushed against his prostate once more. He shuddered and gasped, beginning to lose any semblance of self control.

"Fuck, Armin, fuck me, please, hard and fast, I need it…" he groaned out, mouth inches away from Armin's ear, warm breath ghosting across the sensitive flesh and making the blonde shudder. He tightened his grip on the brunette's hips before thrusting up into that wonderfully tight ass, groaning at the heat and friction he created. Eren moaned in approval and met his thrusts with enthusiasm, his pace becoming quicker and less steady.

The brunette turned his attention to Levi's cock once more, fully swallowing it to the hilt and bobbing his head up and down, sucking and licking roughly. Levi bit his lip to suppress a moan, grabbing a handful of brown hair and thrusting himself deep within that filthy mouth. As he continued to face fuck Eren, Armin's thrusts grew more and more erratic, and his legs began to tremble. He felt that familiar pressure building within him, and he lavished kisses along Eren's neck as he fucked him.

"Eren…it's too good…I think I'm going to finish soon…" Armin groaned out, still reluctant to be too vulgar with his language. Eren responded by driving himself down onto Armin's cock even harder, moaning around Levi's dick in his mouth. Although he'd lasted rather well up until this point, the raven haired male was at his limit, and his climax was imminent. Eren could tell by the slight trembling of his lover that he was close, and he put all of his effort into sucking and licking, taking the entire length into his mouth until the tip hit the back of his throat.

"Fuck…" Levi growled, and before he finally reached his peak he pulled his cock from Eren's mouth, a long string of saliva trailing behind. The brunette opened his mouth wide, ready to take everything Levi had to give him, and Armin turned to watch, barely keeping himself from cumming as well. With a few more strokes of his hand Levi finally reached his limit as he came hard, strings of hot, sticky white fluid shooting from the tip of his swollen cock and landing on Eren's extended tongue, practically painting it white with cum. The last bit missed its mark, some landing on Eren's cheek, dripping down slowly.

Levi slumped to his knees in a boneless heap, taking deep, shuddering breaths and lying back against the soft, inviting cushions of the couch. Now he would just sit back and watch the rest of their little ménage a trois unfold. Armin timidly leaned over and flicked his tongue across Eren's cheek to gather the few stray droplets of semen that landed there, and the brunette groaned in response, eyes half lidded in ecstasy.

The sight of Eren covered in cum and licking his lips to clean himself was too much, and Armin could stand it no longer. The brunette sensed his friend's impending orgasm and decided to help push him over the edge.

"Let it come, Armin. Do it inside me, I want to be filled with your cum, give me everything you've got," Eren pleaded, and he sealed the deal by kissing Armin deeply, sharing the gift he'd received from Levi only moments before. Armin moaned into the kiss, partially from Eren's dirty talk and partially from the warm, sticky liquid that Eren had deposited in his mouth. It was different from his own, but not bad, and as he swallowed his share he felt himself nearing completion.

" _I love you, Eren…"_ he couldn't stop himself from saying it, damn it, he just had to. _  
_

Armin's hips stuttered as he felt himself cumming, and he gripped onto Eren's hips tightly before thrusting up into him one final time, spilling himself completely within the brunette, thoroughly coating his insides with white hot jets of cum. As he frantically thrust into Eren to ride out his orgasm, he unwittingly hit the brunette's sensitive spot, making him shudder and eliciting a high pitched moan from his friend.

The sensation of his ass being filled entirely, along with the taste of his lover's seed on his tongue was enough to send Eren reeling, and with a few more desperate thrusts against Armin's still pulsating cock he finally came hard, his entire body convulsing as he reached his orgasm solely from being penetrated. He thoroughly coated Armin's chest and stomach along with his own in the warm, pearly white liquid. It was one of the most intense orgasms he'd ever experienced, and his entire body tingled and shook with the aftershocks.

The three of them lie there boneless and spent upon Levi's (more than a little expensive) couch, fighting to stay awake. Eren was the first to stir from his post coital bliss, planting a few gentle kisses on Armin's cheek, then doing the same to Levi, who grunted in response.

"That was…amazing," Eren stated, voice hoarse from exertion. He now felt completely sated, his voracious libido dying down in preparation for a long night's rest. Armin was slumped back against the back of the couch, barely awake. The brunette planted one last kiss on his nose before rising, beginning to feel the ache in his muscles from overexertion. Armin's now soft member slid out of him with ease, and when he stood up off of the couch he could feel warmth trickling down his leg.

"There's so much…you must have been holding it in for a while, Armin," Eren mused, chuckling as he inserted a couple of fingers inside to retrieve the majority of the blonde's seed. Armin flushed bright red, looking apologetic. Eren let out a breathy laugh, rubbing the stringy fluid between his fingers.

"Stop fucking around and clean this mess up, brat" Levi ordered, gesturing to the streaks of pearly liquid coating Armin's stomach and chest.

"Um, that's okay, I can do it myself…" Armin protested, moving to get up and retrieve a cloth to wipe himself down. Eren was having none of that, however, and roughly pushed him back down onto the couch. The blonde's eyes grew wide as he was manhandled, and he struggled to rise again.

"Wha-what are you…"Armin began, but was abruptly cut off when Eren crouched between his knees and began lapping up the aftermath of his orgasm like a cat would a bowl of cream. Levi scrunched his nose at his lover's apparent fetish for semen.

"That's not what I meant when I said clean it up, idiot" Levi scoffed, but he was much too tired to care by now, and he knew that if he didn't shower soon he was bound to fall asleep where he lay. Eren only grinned at him before dipping his tongue down into Armin's navel, retrieving whatever may have pooled there.

Once he was satisfied with his cleaning job (and once Armin was a sputtering, flustered mess) he climbed back into the blonde's lap and grabbed the sides of his face before kissing him deeply. Armin stopped squirming for a moment, interested to find out how Eren tasted, and slipped his tongue into the brunette's mouth to sample him.

It was sweet yet slightly bitter, but Armin found it to be the most delicious thing in the world at that moment. Everything about Eren was amazing, the way he looked, his personality, and even the way he tasted. A part of him never wanted this moment to end, and when Eren finally pulled away from the kiss, he frowned in disappointment.

"Don't look like that, brat. This doesn't have to be a one-time thing, you know," Levi said, voice sounded ragged and exhausted but genuinely comforting. Armin's sapphire eyes widened at this, and Eren grinned widely at the older male.

"Really, Levi? You want to include him from now on?" Eren asked, voice hopeful. Levi rolled his eyes and crossed his arms in his usual fashion.

"Whatever keeps you two brats happy. Next time, though, I'm going to be the one putting it in, got it?"

"Yes, sir!" Eren and Armin both saluted, and Levi fought back a smile, standing up from the couch to go take a long awaited shower.

**Notes for the Chapter:**

> Phew! Ok, that was my first threesome fic, and it was a long one! I really hope you all enjoyed it. I'm still working on Skills to Pay the Bills and A Simple Request, so look forward to updates on those soon as well!


End file.
